Summary of borrowings
Bonds
ISS A/S has issued EUR 581.5 million (DKK 4,335 million) of 8.875% senior subordinated notes maturing on 15 May 2016.
ISS Global has issued EUR 110.4 million (DKK 823 million) of 4.50% senior unsecured Medium Term Notes maturing on 8 December 2014.
ISS Financing plc, a special purpose vehicle, has issued EUR 525 million (DKK 3,914) of 11% senior notes maturing on 15 June 2014.
Bank Loans
Senior Credit Facilities
At 31 December 2011, ISS Global had Senior Credit Facilities of DKK 19.6 billion under which DKK 17.6 billion was drawn and DKK 0.8 billion was allocated to support performance bonds issued by operating subsidiaries. The
Senior Credit Facilities include customary loan covenant clauses, which were all complied with in 2011.
ISS announced on 22 June 2011 that it had successfully received lender consent to extend certain tranches under its Senior Facilities Agreement and to implement other amendments intended to increase the operational flexibility. Consequently, 96% of the Term Facility B and Acquisition Facility B were extended from 2013 to April 2015, and 98% of the Revolving Credit Facility and the Letter of Credit Facility were extended from 2012 to December 2014. The senior lenders comprise a syndicate of international banks and institutional investors.
The Senior Facilities have been drawn in certain currencies in addition to Danish Kroner as specified under the Senior Facilities Agreement.
Term Loans
ISS has loans of DKK 13,374 million under two term loan facilities, of which DKK 318 million was borrowed under Term Facility A and DKK 13,056 million was borrowed under Term Facility B. Term Facility A, which will mature on 30 June 2012, is amortising by approximately DKK 318 million at maturity. Term Facility B, 4% will mature on 31 December 2013 and 96% on 30 April 2015, the element maturing in 2013 will be settled in two equal instalments on 30 June 2013 and 31 December 2013 and the remaining balance on 30 April 2015.
Acquisition Facilities
At 31 December 2011, ISS had loans of DKK 2,268 million under two acquisition facilities, of which DKK 174 million was drawn under Acquisition Facility A and DKK 2,094 million was drawn under Acquisition Facility B. In accordance with the provisions of the Senior Facilities Agreement to repay 50% of the excess cash flow relating to the previous financial year, ISS repaid DKK 155 million under Acquisition Facility A in 2011. Acquisition facility A matures on 30 June 2012 and is amortising by DKK 175 million at maturity. Of the drawn amount under Acquisition Facility B 4% matures on 31 December 2013 and will be repaid in two equal instalments on 30 June 2013 and 31 December 2013. The remaining 96% will mature on the 30 April 2015.
Revolving Credit Facility
ISS has a Revolving Credit Facility (RCF) in an amount equivalent to DKK 3,420 million, of which amounts equivalent to DKK 1,760 million were drawn as of 31 December 2011. Borrowings under the RCF are provided primarily by local lenders to certain subsidiaries and are included in current loans and borrowings in ISS's consolidated financial statements. In addition DKK 584 million of the Revolving Credit Facility was allocated to support performance bonds issued by operating subsidiaries. The RCF will mature on 31 December 2014.
Letter of Credit Facility
ISS has a Letter of Credit Facility in the amount of DKK 500 million. Letters of Credit are issued primarily in support of borrowings, other than borrowings under the revolving credit facility or the Secured Local Facilities, and, to the extent that these borrowings are deemed to constitute indebtedness, the borrowings are included in current Loans and borrowings and non current Loans and borrowings in ISS's consolidated financial statements. DKK 139 million of the Letter of Credit Facility was allocated to support performance bonds issued by operating subsidiaries. The Letter of Credit Facility will mature on 31 December 2014.
Securitisation
During 2010 ISS has launched a securitisation of trade receivables programme in 10 countries (Spain, Norway, Denmark, Sweden, United Kingdom, Austria, Belgium, France, Germany and the Netherlands). The programme has a total credit facility of EUR 400 million and at 31 December 2011, EUR 352 million (DKK 2,637 million) had been utilised. Effective 1 July 2011, the Securitisation programme was extended by one year from September 2012 to September 2013. The existing securitisation programme can be extended for an additional year at a time, and since it is structured according to S&P's methodology this can be done both with the existing banks (HSBC and Nordea) or a third party, should this become relevant.
Second lien facility
On 31 December 2011, ISS had DKK 4.461 million, EUR 600 million of Second Lien Facility. The Second Lien Facility includes customary loan covenant clauses, which were all complied with in 2011.
The Second Lien lenders comprise a syndicate of international institutional investors. The Second Lien facility will mature on 30 June 2015.
Other credit facilities
Further to the above, ISS had DKK 531 million of other credit facilities as of 31 December 2011. Such facilities comprise mainly finance leases, mortgage debt and other local credit facilities, which are not part of the senior facilities.