LabCorp 2015 Annual Report Download - page 103

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Index



December 31, 2015
December 31, 2014
3.125% Senior Notes due 2016 —
325.0
2.20% Senior Notes due 2017 500.0
500.0
2.50% Senior Notes due 2018 400.0
400.0
4.625% Senior Notes due 2020 621.6
618.5
2.625% Senior Notes due 2020 500.0
—
3.75% Senior Notes due 2022 500.0
500.0
3.20% Senior Notes due 2022 500.0
—
4.00% Senior Notes due 2023 300.0
300.0
3.60% Senior Notes due 2025 1,000.0
—
4.70% Senior Notes due 2045 900.0
—
Term loan 715.0
—
Capital leases 55.5
39.2
Total long-term debt $ 5,992.1
$ 2,682.7

As part of its financing of the Acquisition, the Company entered into a $1,000.0 term loan. The term loan credit facility will mature five years after the
closing date of the Acquisition and may be prepaid without penalty. The term loan balance at December 31, 2015 was $715.0.
On November 2, 2014, in connection with entering into the definitive merger agreement to acquire Covance (Merger Agreement), the Company entered
into a bridge facility commitment letter. Under the bridge facility commitment letter, the lenders agreed to provide a $ 4,250.0 senior unsecured bridge term
loan credit facility consisting of a $3,850.0 364-day unsecured debt bridge tranche and a $400.0 60-day unsecured cash bridge tranche for the purpose of
financing all or a portion of the cash consideration and the fees and expenses in connection with the transactions contemplated by the Merger Agreement.
The bridge facility was permitted to be drawn only in a single drawing on the closing date of the Acquisition.
On December 19, 2014, the Company entered into a five-year term loan credit facility in the principal amount of $1,000.0 for the purpose of financing a
portion of the cash consideration and the fees and expenses in connection with the transactions contemplated by the Merger Agreement. Pursuant to the
bridge facility commitment letter, upon the Company’s entry into the term loan credit facility, the $ 4,250.0 bridge facility was reduced to a $3,250.0
commitment, comprising a $2,850.0 364-day unsecured debt bridge tranche and a $400.0 60-day cash bridge tranche. The $1,000.0 of term loan
commitments made under the term loan credit facility reduced the debt bridge tranche under the bridge facility dollar for dollar. The term loan credit facility
was advanced in full on the Acquisition Date.
On December 19, 2014, the Company also entered into an amendment and restatement of its existing senior revolving credit facility, which was originally
entered into on December 21, 2011. The senior revolving credit facility consists of a five-year revolving facility in the principal amount of up to $1,000.0,
with the option of increasing the facility by up to an additional $250.0, subject to the agreement of one or more new or existing lenders to provide such
additional amounts and certain other customary conditions. The new revolving credit facility also provides for a subfacility of up to $100.0 for swing line
borrowings and a subfacility of up to $125.0 for issuances of letters of credit. The new revolving credit facility is permitted to be used for general corporate
purposes, including working capital, capital expenditures, funding of share repurchases and certain other payments, and acquisitions and other investments.
There were no balances outstanding on the Company's new Revolving Credit Facility at December 31, 2015 or on its former revolving credit facility at
December 31, 2014.
On January 30, 2015, the Company issued the Acquisition Notes, which represent $ 2,900.0 in debt securities consisting of $500.0 aggregate principal
amount of 2.625% Senior Notes due 2020, $500.0 aggregate principal amount of 3.20% Senior Notes due 2022, $1,000.0 aggregate principal amount of
3.60% Senior Notes due 2025 and $900.0 aggregate principal amount of 4.70% Senior Notes due 2045. Net proceeds from the offering of the Acquisition
Notes were $2,870.2 after deducting underwriting discounts and other estimated expenses of the offering. Net proceeds were used to pay a portion of the cash
consideration and the fees and expenses in connection with the Covance acquisition. Pursuant to the bridge facility commitment letter, upon the Company’s
issuance of the Acquisition Notes the remaining $2,850.0 364-day unsecured debt bridge tranche under the senior unsecured bridge term loan credit facility
was terminated.
F-23