TiVo 2015 Annual Report Download - page 91

Table of Contents
2014 Restructuring Actions
In conjunction with the disposition of the Rovi Entertainment Store, DivX and MainConcept businesses and the Company's narrowed business
focus on discovery, in 2014 the Company conducted a review of its remaining product development, sales, data operations and general and administrative
functions to identify potential cost efficiencies. As a result of this analysis, the Company took cost reduction actions that resulted in Restructuring and
asset impairment charges of
$2.2 million and $10.7 million in the years ended December 31, 2015 and 2014, respectively. Amounts recorded in 2015 represent
adjustments to the amounts originally recorded in connection with the 2014 restructuring actions.
2013 Restructuring Actions
During 2013, the Company continued the review of its operations that began in the third quarter of 2012. As a result of this analysis, the Company
took cost reduction actions which resulted in Restructuring and asset impairment charges of
$0.3 million and $7.6 million in the years ended December 31,
2014 and 2013 , respectively.
(9) Debt and Interest Rate Swaps
Details of the Company's financing arrangements as of
December 31, 2015 and 2014 were as follows (dollars in thousands):
2020 Convertible Notes
The Company issued $345.0 million in aggregate principal of 0.500% Convertible Senior Notes that mature March 1, 2020 (the “2020 Convertible
Notes” ) at par pursuant to an Indenture dated March 4, 2015 (the "2015 Indenture"). The 2020 Convertible Notes were sold in a private placement and bear
interest at a rate of 0.500% payable semi - annually in arrears on March 1 and September 1 of each year, commencing September 1, 2015.
The 2020 Convertible Notes are convertible at an initial conversion rate of 34.5968 shares of common stock per $1,000 of principal of notes, which
is equivalent to an initial conversion price of $28.9044 per share of common stock. Holders may convert the 2020 Convertible Notes, prior to the close of
business on the business day immediately preceding December 1, 2019 , in multiples of $1,000 of principal under the following circumstances:
On or after
December 1, 2019 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders
may convert the 2020 Convertible Notes, in multiples of $1,000 of principal, at any time.
F - 25
December 31, 2015
December 31, 2014
Interest Rate
Issue Date
Maturity Date
Outstanding
Principal
Carrying
Amount
Outstanding
Principal
Carrying
Amount
2020 Convertible Notes
0.500%
March 4, 2015
March 1, 2020
$
345,000
$
284,241
$
—
$
—
Term Loan Facility A
Variable
July 2, 2014
N/A
—
—
125,000
123,541
Term Loan Facility B
Variable
July 2, 2014
July 2, 2021
689,500
682,915
696,500
688,823
2040 Convertible Notes
2.625%
March 17, 2010
N/A
—
—
290,990
288,883
Total Long-term debt
$
1,034,500
967,156
$
1,112,490
1,101,247
Less: Current portion of
long -term debt
7,000
302,375
Long -term debt, less current
portion
$
960,156
$
798,872
•
during any calendar quarter commencing after the calendar quarter ending on June 30, 2015 (and only during such calendar quarter), if the last
reported sale price of the Company ’ s common stock for at least 20 trading days (whether or not consecutive) during the period of 30
consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the
conversion price on each applicable trading day;
•
during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 of principal of 2020
Convertible Notes for each trading day was less than 98% of the product of the last reported sale price of the Company ’ s common stock and
the conversion rate on each such trading day; or
•
on the occurrence of specified corporate events.