Microchip Technology Incorporated

Schedule of Outstanding Debt and Leverage Metrics

Dollar amounts in millions

Coupon

Interest

Balance at

Rate

Maturity

9/30/2021

Senior Secured Indebtedness

Revolving Credit Facility

$

1,806.6

4.333% 2023 Notes

4.333%

6/1/2023

1,000.0

2.670% 2023 Notes

2.670%

9/1/2023

1,000.0

0.972% 2024 Notes

0.972%

2/15/2024

1,400.0

0.983% 2024 Notes

0.983%

9/1/2024

1,000.0

Senior Unsecured Indebtedness

4.250% 2025 Notes

4.250%

9/1/2025

1,200.0

Total Senior Indebtedness

7,406.6

Senior Subordinated Convertible Debt - Principal Outstanding

2025 Senior Convertible Debt

1.625%

2/15/2025

71.0

2027 Senior Convertible Debt

1.625%

2/15/2027

232.6

2024 Senior Convertible Debt

0.125%

11/15/2024

665.5

Junior Subordinated Convertible Debt - Principal Outstanding

2037 Junior Convertible Debt

2.250%

2/15/2037

30.1

Total Convertible Debt

999.2

Total Gross Debt 1

$

8,405.8

Cash and Short-term Investments

$

255.3

Total Gross Debt Less Cash and Short-term Investments

$

8,150.5

Credit Agreement Leverage Metrics 2

Senior Leverage Ratio

2.7231

Total Leverage Ratio (excludes 2037 Junior Convertible Debt)

3.0794

Net Leverage Ratio (excludes 2037 Junior Convertible Debt)

2.9856

Notes

1 - Refer to Note 7, Debt of our Form 10-K for the fiscal year ended March 31, 2021 filed with the SEC on May 18, 2021 (the "Form 10- K") and our Form 10-Q as previously filed with the SEC for further information on our indebtedness.

2 - The following leverage metrics are based on the definitions in our Amended and Restated Credit Facility Agreement dated May 29, 2018 and Amendment No.2 to Amended and Restated Credit Facility Agreement dated March 21, 2020, based on last twelve month adjusted EBITDA (as defined in the Credit Agreement) and including the adjusted EBITDA of acquired companies divided into:

  • for the Senior Leverage Ratio, Total Senior Secured Indebtedness;
  • for the Total Leverage Ratio, Gross Debt less the 2037 Junior Convertible Debt; and
  • for the Net Leverage Ratio, Gross Debt less the 2037 Junior Convertible Debt less Cash and Short-term Investments.

Refer to page 2 of this document for the calculation of adjusted EBITDA and our disclosures related to the use of this Non-GAAP measure.

Microchip Technology Incorporated

GAAP to Non-GAAP reconciliation - adjusted EBITDA

Dollar amounts in millions

The following calculation of adjusted EBITDA is based on the definition contained in our Credit Agreement.

For the three months ended:

Reconciliation of GAAP net income to adjusted EBITDA

12/31/2020

3/31/2021

6/30/2021

9/30/2021

Net income

$

36.2

$

116.0

$

252.8

$

242.0

Additions:

Interest expense

86.5

78.0

72.3

64.8

Income tax (benefit) provision

(19.4)

28.4

44.2

22.8

Depreciation

40.3

40.2

41.2

43.7

Amortization

246.6

247.6

231.0

233.8

Special charges (income) and other, net as reflected on the Consolidated Statements

4.3

(7.2)

10.5

10.2

of Income

Professional services associated with certain legal matters

4.3

0.4

2.1

1.7

IT security remediation

0.1

0.1

-

-

Share-based compensation expenses

51.2

55.0

56.6

55.7

Acquisition-related

1.0

2.4

1.5

1.1

Manufacturing excursion

-

5.8

-

-

Other loss (income) as reflected on the Consolidated Statements of Income

0.4

0.9

(0.5)

1.6

Subtractions:

Interest Income

(0.2)

(0.9)

(0.3)

(0.1)

Loss on settlement of debt

142.1

85.6

0.3

85.2

Consolidated adjusted EBITDA

$

593.4

$

652.3

$

711.7

$

762.5

Adjusted EBITDA for the twelve months ended September 30, 2021

$

2,719.9

Disclosure Regarding adjusted EBITDA as a Non-GAAPFinancial Measure: Adjusted EBITDA is a non-GAAPfinancial measure and the above calculation of adjusted EBITDA is based on the definition in our Credit Agreement. In the above table, adjusted EBITDA is reconciled to Net Income as determined in accordance with GAAP. Our calculation of adjusted EBITDA might not be the same as similarly titled measures used by other companies, and it should not be construed as a substitute for amounts determined in accordance with GAAP. There are limitations associated with the use of adjusted EBITDA, including that it excludes financial information that some may consider important in evaluating our performance. We compensate for this by presenting such information on both a GAAP and non-GAAPbasis and providing a reconciliation of the GAAP and non-GAAPresults.

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Microchip Technology Incorporated published this content on 04 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 November 2021 21:11:18 UTC.