Under Armour 2015 Annual Report Download - page 48

the remaining outstanding term loans under the credit agreement from May 2019 to January 2021.
Simultaneously with entering into the amendment, we borrowed $138.8 million under the revolving credit
facility to repay in full the balance of the $150.0 million term loan originally borrowed in March 2015. After
giving effect to this amendment and the related repayment, as well as additional borrowings under the revolving
credit facility in February 2016, we have $565.0 million of revolving borrowings outstanding and $685.0 million
of remaining availability under our revolving credit facility. At our request and the lenders’ consent, revolving
and/or term loan borrowings may be increased by up to $300.0 million in aggregate, subject to certain conditions
as set forth in the credit agreement, as amended. Incremental borrowings are uncommitted and the availability
thereof will depend on market conditions at the time we seek to incur such borrowings.
Borrowings under the revolving credit facility may be made in U.S. Dollars, Euros, Pounds Sterling,
Japanese Yen and Canadian Dollars. Up to $50.0 million of the facility may be used for the issuance of letters of
credit and up to $50.0 million of the facility may be used for the issuance of swingline loans. There were $1.0
million of letters of credit and no swingline loans outstanding as of December 31, 2015.
The credit agreement contains negative covenants that, subject to significant exceptions, limit our ability to,
among other things, incur additional indebtedness, make restricted payments, pledge our assets as security, make
investments, loans, advances, guarantees and acquisitions, undergo fundamental changes and enter into
transactions with affiliates. We are also required to maintain a ratio of consolidated EBITDA, as defined in the
credit agreement, to consolidated interest expense of not less than 3.50 to 1.00 and we are not permitted to allow
the ratio of consolidated total indebtedness to consolidated EBITDA to be greater than 3.25 to 1.00. As of
December 31, 2015, we were in compliance with these ratios. In addition, the credit agreement contains events of
default that are customary for a facility of this nature, and includes a cross default provision whereby an event of
default under other material indebtedness, as defined in the credit agreement, will be considered an event of
default under the credit agreement.
Borrowings under the credit agreement bear interest at a rate per annum equal to, at our option, either (a) an
alternate base rate, or (b) the adjusted LIBOR rate, plus in each case an applicable margin. The applicable margin
for loans will be adjusted by reference to the Pricing Grid based on the consolidated leverage ratio and ranges
between 1.00% to 1.25% for adjusted LIBOR rate loans and 0.00% to 0.25% for alternate base rate loans. The
weighted average interest rates under the outstanding term loans ranged from 1.29% to 1.32% and was 1.16%
during the years ended December 31, 2015 and 2014, respectively. The weighted average interest rate under the
revolving credit facility was 1.33% during the year ended December 31, 2015. We pay a commitment fee on the
average daily unused amount of the revolving credit facility and certain fees with respect to letters of credit. As
of December 31, 2015, the commitment fee was 15.0 basis points. We incurred and capitalized $2.9 million
million in deferred financing costs in connection with the credit facility as of December 31, 2015.
Other Long Term Debt
We have long term debt agreements with various lenders to finance the acquisition or lease of qualifying
capital investments. Loans under these agreements are collateralized by a first lien on the related assets acquired.
At December 31, 2014 and 2013, the outstanding principal balance under these agreements was $2.0 million and
$4.9 million, respectively. As of December 31, 2015 there was no outstanding principal balance under these
agreements. Currently, advances under these agreements bear interest rates which are fixed at the time of each
advance. The weighted average interest rates on outstanding borrowings were 3.3%, 3.1% and 3.3% for the years
ended December 31, 2015, 2014 and 2013, respectively.
In December 2012, we entered into a $50.0 million recourse loan collateralized by the land, buildings and
tenant improvements comprising our corporate headquarters. The loan has a seven year term and maturity date of
December 2019. The loan bears interest at one month LIBOR plus a margin of 1.50%, and allows for prepayment
without penalty. The loan includes covenants and events of default substantially consistent with our credit
agreement discussed above. The loan also requires prior approval of the lender for certain matters related to the
40