Long-Term Debt (Tables)
|
12 Months Ended |
Dec. 31, 2017 |
|---|
| Debt Instrument [Line Items] |
|
| Long-Term Debt |
Long-term debt consists of the following:
|
|
|
December 31, 2017
|
|
|
December 31, 2016
|
|
|
|
|
(In thousands)
|
|
|
2016 Revolving Credit Facility (1)
|
|
$
|
75,000
|
|
|
$
|
-
|
|
|
7.0% Senior Subordinated Notes due 2022 (the “7.0% Notes”) (2)
|
|
|
-
|
|
|
|
200,000
|
|
|
5.0% Senior Subordinated Notes due 2023 (the “5.0% Notes”)
|
|
|
289,273
|
|
|
|
289,273
|
|
|
6.125% Senior Subordinated Notes due 2027 (the “6.125% Notes”)
|
|
|
250,000
|
|
|
|
-
|
|
|
Mortgage notes to finance companies - fixed rate, bearing interest from 3.51% to 7.03%
|
|
|
199,972
|
|
|
|
176,369
|
|
|
Mortgage notes to finance companies - variable rate, bearing interest at 1.50 to 2.90
percentage points above one-month or three-month LIBOR
|
|
|
219,719
|
|
|
|
227,342
|
|
|
Net debt discount and premium (3)
|
|
|
-
|
|
|
|
(1,258
|
)
|
|
Debt issuance costs
|
|
|
(13,208
|
)
|
|
|
(13,328
|
)
|
|
Other
|
|
|
3,947
|
|
|
|
4,280
|
|
|
Total debt
|
|
$
|
1,024,703
|
|
|
$
|
882,678
|
|
|
Less current maturities
|
|
|
(61,314
|
)
|
|
|
(43,003
|
)
|
|
Long-term debt
|
|
$
|
963,389
|
|
|
$
|
839,675
|
|
|
(1)
|
The interest rate on the 2016 Revolving Credit Facility was 225 basis points above LIBOR at December 31, 2017 and 2016.
|
|
(2)
|
Sonic repurchased all of the 7.0% Notes outstanding on March 27, 2017. See the heading “7.0% Notes” below for further information.
|
|
(3)
|
Long-term debt at December 31, 2016 includes a $1.1 million discount associated with the 7.0% Notes and a $0.2 million discount associated with mortgage notes payable.
|
|
| Future Maturities of Long-Term Debt |
Future maturities of long-term debt are as follows:
|
|
|
Principal/
Net of
Discount/
Premium (1)
|
|
|
Year Ending December 31,
|
|
(In thousands)
|
|
|
2018
|
|
$
|
61,314
|
|
|
2019
|
|
|
25,179
|
|
|
2020
|
|
|
57,919
|
|
|
2021
|
|
|
126,532
|
|
|
2022
|
|
|
40,617
|
|
|
Thereafter
|
|
|
726,350
|
|
|
Total
|
|
$
|
1,037,911
|
|
|
| Financial Covenants Include Required Specified Ratios |
Sonic was in compliance with the covenants under the 2016 Credit Facilities as of December 31, 2017. Financial covenants include required specified ratios (as each is defined in the 2016 Credit Facilities) of:
|
|
|
Covenant
|
|
|
|
|
Minimum
Consolidated
Liquidity
Ratio
|
|
|
Minimum
Consolidated
Fixed Charge
Coverage
Ratio
|
|
|
Maximum
Consolidated
Total Lease
Adjusted Leverage
Ratio
|
|
|
Required ratio
|
|
|
1.05
|
|
|
|
1.20
|
|
|
|
5.75
|
|
|
December 31, 2017 actual
|
|
|
1.13
|
|
|
|
1.65
|
|
|
|
4.72
|
|
|
| Summary of Interest Received and Paid under Term of Cash Flow Swap |
Under the terms of these agreements, Sonic will receive and pay interest based on the following:
|
Notional
Amount
|
|
|
Pay
Rate
|
|
|
Receive Rate (1)
|
|
Maturing Date
|
|
(In millions)
|
|
|
|
|
|
|
|
|
|
|
$
|
250.0
|
|
|
1.887%
|
|
|
one-month LIBOR
|
|
June 30, 2018
|
|
$
|
125.0
|
|
|
1.900%
|
|
|
one-month LIBOR
|
|
July 1, 2018
|
|
$
|
50.0
|
|
(2)
|
2.320%
|
|
|
one-month LIBOR
|
|
July 1, 2019
|
|
$
|
200.0
|
|
(2)
|
2.313%
|
|
|
one-month LIBOR
|
|
July 1, 2019
|
|
$
|
100.0
|
|
(3)
|
1.384%
|
|
|
one-month LIBOR
|
|
July 1, 2020
|
|
$
|
125.0
|
|
(2)
|
1.158%
|
|
|
one-month LIBOR
|
|
July 1, 2019
|
|
$
|
150.0
|
|
(3)
|
1.310%
|
|
|
one-month LIBOR
|
|
July 1, 2020
|
|
$
|
125.0
|
|
|
1.020%
|
|
|
one-month LIBOR
|
|
July 1, 2018
|
|
$
|
62.5
|
|
(4)
|
2.000%
|
|
(5)
|
one-month LIBOR
|
|
July 1, 2021
|
|
$
|
62.5
|
|
(4)
|
2.000%
|
|
(5)
|
one-month LIBOR
|
|
July 1, 2021
|
|
$
|
62.5
|
|
(4)
|
2.000%
|
|
(5)
|
one-month LIBOR
|
|
July 1, 2021
|
|
$
|
62.5
|
|
(4)
|
2.000%
|
|
(5)
|
one-month LIBOR
|
|
July 1, 2021
|
|
(1)
|
The one-month LIBOR rate was approximately1.564% at December 31, 2017.
|
|
(2)
|
The effective date of these forward-starting swaps is July 2, 2018.
|
|
(3)
|
The effective date of these forward-starting swaps is July 1, 2019.
|
|
(4)
|
The notional amount of these interest rate caps adjusts over the term of the agreement as follows: $62.5 million from September 1, 2017 to June 30, 2018, $93.75 million from July 1, 2018 to June 30, 2019, $78.125 million from July 1, 2019 to June 30, 2020 and $37.5 million from July 1, 2020 to July 1, 2021.
|
|
(5)
|
Under these interest rate caps, no payment will occur unless the stated receive rate exceeds the stated pay rate. If this occurs, a net payment to Sonic from the counterparty based on the spread between the receive rate and the pay rate will be recognized as a reduction of interest expense, other, net in the accompanying consolidated statements of income.
|
|
| 6.125% Senior Subordinated Notes due 2027 [Member] |
|
| Debt Instrument [Line Items] |
|
| Redemption Price, Percentage |
Sonic may redeem the 6.125% Notes, in whole or in part, at any time on or after March 15, 2022 at the following redemption prices, which are expressed as percentages of the principal amount:
|
|
|
Redemption
Price
|
|
|
Beginning on March 15, 2022
|
|
|
103.063
|
%
|
|
Beginning on March 15, 2023
|
|
|
102.042
|
%
|
|
Beginning on March 15, 2024
|
|
|
101.021
|
%
|
|
Beginning on March 15, 2025 and thereafter
|
|
|
100.000
|
%
|
|
| 5.0% Senior Subordinated Notes due 2023 [Member] |
|
| Debt Instrument [Line Items] |
|
| Redemption Price, Percentage |
Sonic may redeem the 5.0% Notes, in whole or in part, at any time on or after May 15, 2018 at the following redemption prices, which are expressed as percentages of the principal amount:
|
|
|
Redemption
Price
|
|
|
Beginning on May 15, 2018
|
|
|
102.500
|
%
|
|
Beginning on May 15, 2019
|
|
|
101.667
|
%
|
|
Beginning on May 15, 2020
|
|
|
100.833
|
%
|
|
Beginning on May 15, 2021 and thereafter
|
|
|
100.000
|
%
|
|