Anuvu Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Financing Arrangements

Financing Arrangements

3 Months Ended

Mar. 31, 2019

A summary of our borrowings as of March 31, 2019 and December 31, 2018 is set forth below (in thousands):



	March 31, 2019			December 31, 2018
Senior secured term loan facility, due January 2023⁽⁺⁾	$	475,000		$	478,125
Senior secured revolving credit facility, due January 2022⁽⁺⁾⁽¹⁾	50,915			54,015
2.75% convertible senior notes due 2035⁽²⁾	82,500			82,500
Second Lien Notes, due June 2023⁽³⁾	167,957			158,450
Other debts⁽⁴⁾	17,380			1,707
Unamortized bond discounts, fair value adjustments and issue costs, net	(63,234		)	(65,186		)
Total carrying value of debt	730,518			709,611
Less: current portion, net	(38,190		)	(22,673		)
Total non-current	$	692,328		$	686,938

⁽⁺⁾This facility is a component of the 2017 Credit Agreement (as defined below).

⁽¹⁾As of March 31, 2019, the available balance under our $85.0 million revolving credit facility is $29.9 million (net of outstanding letters of credit). The 2017 Credit Agreement provides for the issuance of letters of credit in the amount equal to the lesser of $15.0 million and the aggregate amount of the then-remaining revolving loan commitment. As of March 31, 2019, we had outstanding letters of credit of $4.2 million under the 2017 Credit Agreement. We expect to draw on the 2017 Revolving Loans from time to time to fund our working capital needs and for other general corporate purposes.

⁽²⁾The principal amount outstanding of the 2.75% convertible senior notes due 2035 (the “Convertible Notes”) as set forth in the foregoing table was $82.5 million as of March 31, 2019, and is not the carrying amount (i.e. outstanding principal amount is net of debt issuance costs and discount associated with the equity component). The carrying amount was $70.6 million and $70.4 million as of March 31, 2019 and December 31, 2018, respectively.

⁽³⁾ The principal amount outstanding of the Second Lien Notes as set forth in the foregoing table was $168.0 million as of March 31, 2019, and is not the carrying amount (i.e. outstanding principal amount is net of debt issuance costs and discount associated with the equity component, and includes approximately $9.5 million of PIK interest converted to principal during the three months ended March 31, 2019). The value allocated to the attached penny warrants and market warrants for financial reporting purposes was $14.9 million and $9.3 million, respectively. These qualify for classification in stockholders’ equity and are included in the condensed consolidated balance sheets within “Additional paid-in capital”.

⁽⁴⁾ As of March 31, 2019, Other debts primarily consisted of (i) $8.5 million financing for transponder purchases (payable in staggered dates until April 2020); and (ii) $7.4 million advance against future dividends from a related party (refer to Note 9. Related Party Transactions for further details).

The aggregate contractual maturities of all borrowings subsequent to March 31, 2019 are as follows (in thousands):



Years Ending December 31,	Amount
2019 (remaining nine months)	$	31,939
2020	28,644
2021	25,043
2022	75,958
2023	549,251
Thereafter	82,917
Total	$	793,752