Interest Bearing Liabilities |
9. Interest Bearing Liabilities
The following is a summary of interest-bearing liabilities at June 30, 2025: June 30, 2025 December 31, 2024 Weighted Average Interest Rate at June 30, 2025 Final Maturity 9.250 % Senior Secured Notes $ 400,000 $ 400,000 9.99 % (2) 2029 ABL Facility 75,000 — 15.00 % 2028 Loan - Curragh Housing Transaction 25,012 24,472 14.14 % (2) 2034 Discount and debt issuance costs (1) (11,226) (12,165) Total interest bearing liabilities 488,786 412,307 Less: current portion (1,532) (1,363) Non-current interest-bearing liabilities $ 487,254 $ 410,944 (1) Relates to discount and debt issuance costs in connection with the Notes and Curragh Housing Transaction (each as defined below) loan. Deferred debt issuance costs incurred in connection with the establishment of the ABL Facility have been included within "Other non- current assets" in the unaudited Condensed Consolidated Balance Sheets. (2) Represents the effective interest rate. The effective interest is higher than the implied interest rate as it incorporates the effect of debt issuance costs and discount, where applicable. 9.250% Senior Secured Notes due in 2029 As of June 30, 2025, the aggregate principal amount of the 9.250 % Senior Secured Notes due 2029, or the Notes, outstanding was $ 400.0 The Notes were issued at par and bear interest at a rate of 9.250 % per annum. Interest on the Notes is payable semi-annually in arrears on April 1 and October 1 of each year, which began on April 1, 2025. The Notes mature on October 1, 2029 and are senior secured obligations of the Issuer. The terms of the Notes are governed by an indenture, dated as of October 2, 2024, or the Indenture, among Coronado Finance Pty Ltd, as issuer, Coronado Global Resources Inc, as guarantor, the subsidiaries of Coronado Global Resources Inc, named therein, as additional guarantors, Wilmington Trust, National Association, as trustee and priority lien collateral trustee. The Indenture contains customary covenants for high yield bonds, including, but not limited to, limitations on investments, liens, indebtedness, asset sales, transactions with affiliates and restricted payments, including payment of dividends on capital stock.
Upon the occurrence of a “Change of Control Triggering Event”, as defined in the Indenture as the occurrence of Change of Control and Rating Decline (each as defined in the Indenture), the Issuer is required to offer to 101 % of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the repurchase date. The Issuer also has the right to redeem the Notes at 101 aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the repurchase date, following the occurrence of a Change of Control Triggering Event, provided that the Issuer redeems at least 90 % of the Notes outstanding prior to such Change of Control Triggering Event. Upon the occurrence of certain changes in tax law (as described in the Indenture), the Issuer may redeem all of the Notes at a redemption price equal to 100 % of the principal amount of the Notes to be redeemed plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The Indenture contains customary events of default, including failure to make required payments, failure to comply with certain agreements or covenants, failure to pay or acceleration of certain other indebtedness, certain events of bankruptcy and insolvency, and failure to pay certain judgments. An event of default under the Indenture will allow either the Trustee or the holders of at least 25 % in aggregate principal amount of the then-outstanding Notes to accelerate, or in certain cases, will automatically cause acceleration of, the amounts due under the Notes. As of June 30, 2025, the Company was in compliance with all applicable covenants under the Indenture. The carrying value of debt issuance costs, recorded as a direct deduction from the face amount of the Notes, were $ 10.2 11.1 million at June 30, 2025 and December 31, 2024, respectively. ABL Facility On June 18, 2025, the Company, Coronado Coal Corporation, a Delaware corporation and wholly owned subsidiary of the Company, Coronado Finance Pty Ltd, an Australian proprietary company and a wholly owned subsidiary of the Company, or an Australian Borrower, Coronado Curragh Pty Ltd, an Australian proprietary company and wholly owned subsidiary of the Company, or an Australian Borrower and, together with the other Australian Borrower, the Borrowers, and the other guarantors party thereto, collectively with the Company, the Guarantors and, together with the Borrowers, the Loan Parties, entered into an amendment and restatement of its existing senior secured asset-based revolving credit agreement in an initial aggregate principal amount of $ 150.0 million, or the ABL Facility, with Global Loan Agency Services Australia Pty Ltd, as the Administrative Agent, Global Loan Agency Services Australia Nominees Pty Ltd, as Collateral Agent, and Highland Park XII Pte. Ltd., an affiliate of Oaktree Capital Management, L.P., as Lender. The ABL Facility amended and restated the Company’s predecessor senior secured asset-based revolving credit agreement, dated May 8, 2023 (as amended and restated from time to time), and as a result, The Hongkong and Shanghai Banking Corporation Limited and DBS Bank Limited, Australian branch, ceased to be lenders. The ABL Facility is a revolving credit facility that matures in 2028 and provides for up to $ 150.0 borrowings. Availability under the ABL Facility is limited to an eligible borrowing base, determined by applying customary advance rates to eligible accounts receivable and inventory. As of June 30, 2025, the eligible borrowing base under the ABL Facility was $ 97.4 75.0 22.4 available and undrawn. Borrowings under the ABL Facility bear interest at a rate of 15 % per annum and are subject to an interest make- whole premium, payable on any refinance or prepayment during the first eighteen months The undrawn capacity under the ABL Facility remains available for a further twelve months ABL Facility and is subject to a commitment fee of 9.00 % per annum. The ABL Facility is subject to financial covenants , including a covenant regarding the maintenance of leverage ratio and interest coverage ratio, as described in the ABL Facility, commencing on September 30, 2025. The ABL Facility also contains customary representations and warranties and affirmative and negative covenants including, among others, covenants relating to the payment of dividends, or purchase or redemption of, with respect to any equity interests of the Company or any of its subsidiaries, covenants relating to financial reporting, covenants relating to the incurrence of liens or encumbrances, covenants relating to the incurrence or prepayment of certain debt, compliance with laws, use of proceeds, maintenance of properties, maintenance of insurance, payment obligations, financial accommodation, mergers and sales of all or substantially all of the assets of the Loan Parties’ and limitations on changes in the nature of the Loan Parties’ business. The ABL Facility provides for customary events of default, including, among other things, the event of nonpayment of principal, interest, fees, or other amounts, a representation or warranty proving to have been
materially incorrect when made, failure to perform or observe certain covenants within a specified period of time, a cross-default to certain material indebtedness, the bankruptcy or insolvency of the Company and certain of its subsidiaries, monetary judgment defaults of a specified amount, invalidity of any loan documentation, and ERISA defaults resulting in liability of a material amount and a two notch downgrade of the credit rating by S&P or Moody’s in respect of a Loan Party which applies as at June 18, 2025 or a trading halt in respect of such Loan 10 business days. In the event of a default by the Borrowers (beyond any applicable grace or cure period, if any), the Administrative Agent may and, at the direction of the Lender, shall declare all amounts owing under the ABL Facility immediately due and payable, terminate the Lender’s commitment to make loans under the ABL Facility and/or exercise any and all remedies and other rights under the ABL Facility. For certain defaults related to insolvency and receivership, the commitments of the Lender will be automatically terminated and all outstanding loans and other amounts will become immediately due and payable. A Review Event will occur under the ABL Facility if any one or more of the following occurs: (a) a downgrade of the credit rating by S&P or Moody’s in respect of a Loan Party which applies as at the Closing Date; or (b) a delisting of any listed Loan Party from the relevant stock exchange on which it was listed or a trading halt in respect of such Loan Party for more than 5 business days. Following the occurrence of a Review Event, the Borrowers must promptly meet and consult in good faith with the Administrative Agent and the Lender to agree on a strategy to address the relevant Review Event. If, at the end of a period of 10 occurrence of the Review Event, the Lender is not satisfied with the result of their discussion or meeting with the Borrowers or do not wish to continue to provide their commitments, the Lender may declare all amounts owing under the ABL Facility to be prepaid within another 20 On June 30, 2025, S&P downgraded the Company’s credit rating from ‘B-‘ to ‘CCC+’ and, on July 7, 2025, Moody’s downgraded the Company’s credit rating from ‘Caa1’ to ‘Caa2’, both of which resulted in a Review Event under the ABL Facility. On July 9, 2025, the Company successfully negotiated with the Lender, who confirmed no changes to the terms or the availability of the ABL Facility, thereby, concluding each of the Review Events. A potential further downgrade to the Company’s credit rating by S&P or Moody’s may result in an Event of Default under the ABL Facility, unless the Event of Default is cured or a waiver is obtained . To establish the ABL Facility, the Company incurred debt issuance costs of $ 7.1 elected under its accounting policy to present debt issuance costs incurred before the debt liability is recognized (e.g. before the debt proceeds are received) as an asset which will be amortized ratably over the term of the ABL Facility. The costs will not be subsequently reclassified as a direct deduction of the liability. The carrying value of debt issuance costs, recorded as “Other non-current assets” in the Condensed Consolidated Balance Sheets was $ 6.9 million as of June 30, 2025. Predecessor ABL Facility On June 18, 2025, the ABL Facility amended and restated the predecessor ABL Facility, which resulted in the extinguishment of the predecessor ABL Facility. As a result of the early termination of the predecessor ABL Facility, the Company recorded a loss on debt extinguishment of $ 1.1 million in its unaudited Condensed Consolidated Statement of Operations and Comprehensive Income for each of the three and six months ended June 30, 2025. Loan – Curragh Housing Transaction On May 16, 2024, the Company completed an agreement for accommodation services and the sale and leaseback of housing and accommodation assets with a regional infrastructure and accommodation service provider, or collectively, the Curragh Housing Transaction. Refer to Note 10. “Other Financial Liabilities” for further information. In connection with the Curragh Housing Transaction, the Company borrowed $ 26.9 40.4 the same regional infrastructure and accommodation service provider. This amount was recorded as “Interest Bearing Liabilities” in the unaudited Condensed Consolidated Balance Sheets. The amount borrowed is payable in equal monthly installments over a period of ten years , with an effective interest rate of 14.14 %. The Curragh Housing Transaction loan is not subject to any financial covenants. As of June 30, 2025, the carrying value of the loan, net of issuance costs of $ 1.1 24.0 1.5 million of which is classified as a current liability.
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