v3.22.4
Long-Term Debt
12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Long-Term Debt Long-Term Debt
The Company’s debt at December 31, 2022 and 2021 consisted of the following (in thousands):
December 31, 2022
Outstanding
Principal
Unamortized Deferred Financing Costs (1)Net Carrying
Amount
Long-Term Debt:
6.750% Senior Secured Notes Due 2027
$600,000 $(3,899)$596,101 
5.750% Senior Notes Due 2029
800,000 (9,683)790,317 
Senior Secured Term Loan - noncurrent1,319,625 (15,513)1,304,112 
Total Long-Term Debt 2,719,625 (29,095)2,690,530 
Senior Secured Term Loan - current13,500 — 13,500 
Total Debt$2,733,125 $(29,095)$2,704,030 
        
December 31, 2021
Outstanding
Principal
Unamortized Deferred Financing Costs (1)Net Carrying
Amount
Long-Term Debt:
8.500% Senior Secured Notes Due 2024
$600,000 $(4,835)$595,165 
6.750% Senior Secured Notes Due 2027
800,000 (11,154)788,846 
Senior Secured Term Loan - noncurrent1,333,125 (18,291)1,314,834 
Total Long-Term Debt 2,733,125 (34,280)2,698,845 
Senior Secured Term Loan - current13,500 — 13,500 
Total Debt$2,746,625 $(34,280)$2,712,345 
 
(1) Unamortized deferred financing costs related to the revolving credit facilities included in deferred financing costs, net on the consolidated balance sheets at December 31, 2022 and 2021 was $1.6 million and $2.1 million, respectively.
Notes Payable
2027 Notes
As of December 31, 2022, APX had $600.0 million outstanding aggregate principal amount of 6.750% senior secured notes due 2027 (the “2027 notes”). The 2027 notes are secured, on a pari passu basis, by the collateral securing obligations under the existing senior secured notes, the Revolving Credit Facility and the Term Loan Facility (as defined below), in each case, subject to certain exceptions and permitted liens. Interest accrues at the rate of 6.75% per annum for the 2027 notes. Interest on the 2027 notes is payable semiannually in arrears on February 15 and August 15 each year. APX may redeem the Notes at the prices and on the terms specified in the applicable indenture.
2029 Notes    
As of December 31, 2022, APX had $800.0 million outstanding aggregate principal amount of 5.75% senior notes due 2029 (the “2029 notes” and, together with the 2027 notes the “Notes”). The 2029 notes will mature on July 15, 2029. Interest accrues at the rate of 5.75% per annum for the 2029 notes. Interest on the 2029 notes is payable semiannually in arrears on January 15 and July 15 each year. APX may redeem the Notes at the prices and on the terms specified in the applicable indenture.    
Senior Secured Credit Facilities
In July 2021, APX amended and restated its existing senior secured term loan credit agreement and existing senior secured revolving credit facility with a new senior secured credit agreement (the “Credit Agreement”) that provides for (i) a term loan facility in an aggregate principal amount of $1,350 million (the “Term Loan Facility”, and the loans thereunder, the
“Term Loans”) and (ii) a revolving credit facility with commitments in an aggregate principal amount of $370 million (the “Revolving Credit Facility”, and the loans thereunder, the “Revolving Loans”).
As of December 31, 2022, APX had outstanding term loans under the Term Loan Facility in an aggregate principal amount of $1,333.1 million. APX is required to make quarterly amortization payments under the Term Loan in an amount equal to 0.25% of the aggregate principal amount of the Term Loan outstanding on the closing date thereof. The remaining outstanding principal amount of the Term Loans will be due and payable in full on July 9, 2028. APX may prepay the Term Loans on the terms specified in the Credit Agreement. No amortization payments are required under the Revolving Credit Facility.
In addition to paying interest on outstanding principal under the Revolving Credit Facility, APX is required to pay a quarterly commitment fee of 50 basis points (which will be subject to two interest rate step-downs of 12.5 basis points, based on APX meeting consolidated first lien net leverage ratio tests) to the lenders under the Revolving Credit Facility in respect of the unutilized commitments thereunder. APX also pays customary letter of credit and agency fees. The revolving credit commitments outstanding under the Revolving Credit Facility will be due and payable in full on July 9, 2026.
Borrowings under the amended and restated Term Loan Facility and Revolving Credit Facility bear interest, at APX’s option, at a rate per annum equal to either (a)(i) a base rate determined by reference to the highest of (1) the “Prime Rate” in the United States as published in The Wall Street Journal, (2) the federal funds effective rate plus 0.50% and (3) the LIBOR rate for a one month interest period plus 1.00%, plus (ii) 2.50% (or after the delivery of financial statements for the fiscal quarter ending December 31, 2021, between 2.50% and 2.00%, depending on the first lien net leverage ratio of the applicable fiscal quarter) or (b)(i) a LIBOR rate determined by reference to the applicable page for the LIBOR rate for the interest period relevant to such borrowing plus (ii) 3.50% (or after the delivery of financial statements for the fiscal quarter ending December 31, 2021, between 3.50% and 3.00%, depending on the first lien net leverage ratio of the applicable fiscal quarter), subject in each case to an agreed interest rate floor.
There were no outstanding borrowings under the Revolving Credit Facility as of December 31, 2022 and December 31, 2021. As of December 31, 2022, the Company had $358.9 million of availability under the Revolving Credit Facility (after giving effect to $11.1 million of letters of credit outstanding and no borrowings).
Debt Modifications and Extinguishments
The Company performs analyses on a creditor-by-creditor basis for debt modifications and extinguishments to determine if repurchased debt was substantially different than debt issued to determine the appropriate accounting treatment of associated issuance costs. As a result of these analyses, the following amounts of other expense and loss on extinguishment and deferred financing costs were recorded (in thousands):
Other expense and loss on extinguishmentDeferred financing costs
IssuanceOriginal premium extinguishedPreviously deferred financing costs extinguishedNew financing costsTotal other expense and loss on extinguishmentPreviously deferred financing rolled overNew deferred financing costsTotal deferred financing costs
For the year ended December 31, 2021
2029 Notes issuance - July 2021$(5,656)$8,016 $17,187 $19,547 $— $11,767 $11,767 
Term Loan issuance - July 2021— 1,499 9,165 10,664 8,148 11,302 19,450 
Total$(5,656)$9,515 $26,352 $30,211 $8,148 $23,069 $31,217 
For the year ended December 31, 2020
   2027 Notes issuance - February 2020$(2,749)$4,033 $6,146 $7,430 $205 $6,346 $6,551 
Term Loan issuance - February 2020— 235 5,045 5,280 6,973 5,461 12,434 
Total$(2,749)$4,268 $11,191 $12,710 $7,178 $11,807 $18,985 

    
Deferred financing costs are amortized to interest expense over the life of the issued debt.    The following tables present deferred financing activity for the years ended December 31, 2022 and 2021 (in thousands):
Unamortized Deferred Financing Costs
Balance December 31, 2021AdditionsEarly Extinguishment AmortizedBalance December 31, 2022
Revolving Credit Facility$2,088 $— $— $(456)$1,632 
2027 Notes4,835 — — (936)3,899 
2029 Notes11,153 — — (1,471)9,682 
Term Loan18,290 — — (2,777)15,513 
Total Deferred Financing Costs$36,366 $— $— $(5,640)$30,726 

Unamortized Deferred Financing Costs
Balance December 31, 2020AdditionsEarly Extinguishment AmortizedBalance December 31, 2021
Revolving Credit Facility$1,667 $843 $— $(422)$2,088 
2022 Notes4,697 — (3,314)(1,383)— 
2023 Notes2,241 — (1,681)(560)— 
2024 Notes3,530 — (3,021)(509)— 
2027 Notes5,771 — — (936)4,835 
2029 Notes— 11,767 — (614)11,153 
Term Loan10,921 11,302 (1,499)(2,434)18,290 
Total Deferred Financing Costs$28,827 $23,912 $(9,515)$(6,858)$36,366 

Guarantees
All of the obligations under the Credit Agreement and the debt agreements governing the Notes are guaranteed by APX Group Holdings, Inc., each of APX Group's existing and future material wholly owned U.S. restricted subsidiaries (subject to customary exclusions and qualifications) and solely in the case of the Notes, Vivint Smart Home, Inc. However, such subsidiaries shall only be required to guarantee the obligations under the debt agreements governing the Notes for so long as such entities guarantee the obligations under the Revolving Credit Facility, the Term Loan Facility or the Company's other indebtedness.