Print Page  Close Window

10-K
ICONIX BRAND GROUP, INC. filed this Form 10-K on 03/28/2019
Entire Document
 << Previous Page | Next Page >>

 

The net cash proceeds of the 2016 Senior Secured Term Loan, which were approximately $264.2 million (after deducting financing, investment banking and legal fees), were, pursuant to the terms of the Credit Agreement, deposited by the Lenders into an escrow account on April 4, 2016.  

In December 2016, as a result of the sale of the Sharper Image intellectual property and related assets and in accordance with the Credit Agreement, the Company was required to make a mandatory principal prepayment of $28.7 million and a corresponding prepayment premium of $4.3 million.  

In January 2017, the Company made a voluntary prepayment and an additional mandatory prepayment of $23.0 million and $23.5 million, respectively, as well as a corresponding prepayment premium of $3.4 million and $3.4 million, respectively.  For each of the voluntary prepayment of $23.0 million and the mandatory prepayment of $23.5 million, the Company wrote off a pro-rata portion of the 2016 Senior Secured Term Loan’s original issue discount and deferred financing costs of $1.7 million and $0.8 million, respectively, which resulted in an aggregate loss on extinguishment of debt of $5.0 million recorded in the Company’s consolidated statement of operations in FY 2017.

On June 30, 2017, in connection with the sale of the Entertainment segment, the Company made a mandatory prepayment of $140.0 million with a corresponding prepayment premium of $15.2 million of the 2016 Senior Secured Term Loan, of which the prepayment premium was allocated to discontinued operations in the Company’s consolidated statement of operations.  As part of this mandatory prepayment, the Company wrote-off a pro-rata portion of the original issue discount and deferred financing costs of $9.4 million and $4.7 million, respectively, which was also allocated to discontinued operations in the Company’s consolidated statement of operations in FY 2017.  Additionally, on June 30, 2017, the Company made a voluntary prepayment of $66.0 million with a corresponding prepayment premium of $7.2 million of which the prepayment premium was recorded in loss on extinguishment of debt within continuing operations on the Company’s consolidated statement of operations in FY 2017.  Accordingly, the Company wrote off the remaining portion of the original issue discount and deferred financing costs of $4.4 million and $2.3 million, respectively, which was recorded in loss on extinguishment of debt in the Company’s consolidated statement of operations in FY 2017.  As a result of these prepayments, the Company’s outstanding principal balance of the 2016 Senior Secured Term Loan was zero as of June 30, 2017 and the facility has since been terminated.

Given the principal balance of the loan was reduced to zero as of June 30, 2017, the Company recorded cash interest of approximately $12.4 million relating to the 2016 Senior Secured Term Loan in FY 2017 as compared no cash interest recorded in FY 2018.  

 

Debt Maturities

As of December 31, 2018, the Company’s debt maturities on a calendar year basis are as follows:

 

 

 

Total

 

 

2019

 

 

2020

 

 

2021

 

 

2022

 

 

2023

 

 

Thereafter

 

Senior Secured Notes

 

$

365,481

 

 

$

42,693

 

 

$

42,693

 

 

$

42,693

 

 

$

42,693

 

 

$

42,693

 

 

$

152,016

 

Variable Funding Notes(1)

 

$

95,273

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

95,273

 

Senior Secured Term Loan(2)

 

$

171,137

 

 

 

11,570

 

 

 

19,284

 

 

 

19,284

 

 

 

120,999

 

 

 

 

 

 

 

5.75% Convertible Notes(3)

 

$

48,076

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

48,076

 

 

 

 

Total

 

$

679,967

 

 

$

54,263

 

 

$

61,977

 

 

$

61,977

 

 

$

163,692

 

 

$

90,769

 

 

$

247,289

 

 

(1)

Reflects the net debt carrying amount, effected by the outstanding balance of the original issue discount, in the consolidated balance sheet as of December 31, 2018.  The actual principal outstanding balance of the Variable Funding Notes is $100.0 million as of December 31, 2018.

(2)

Reflects the net debt carrying amount, effected by the outstanding balance of the original issue discount, in the consolidated balance sheet as of December 31, 2018.  The actual principal outstanding balance of the Senior Secured Term Loan is $189.4 million as of December 31, 2018.

(3)

Reflects the debt carrying amount which is accounted for under the Fair Value Option in the consolidated balance sheet as of December 31, 2018.  The actual principal outstanding balance of the 5.75% Convertible Notes is $109.7 million as of December 31, 2018.

 

104


 << Previous Page | Next Page >>