Harbinger Group Inc.
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SEC Filings

10-K
HRG GROUP, INC. filed this Form 10-K on 11/23/2016
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HGI Energy
In February 2013, in connection with the Company’s acquisition of an interest in Compass, HGI Energy entered into note purchase agreements, one of which was with FGL for $50.0 notional aggregate principal amount due February 14, 2021 (the “HGI Energy Note to FGL”). The HGI Energy Note to FGL earned interest at 9.0% per annum, payable semi-annually in arrears on January 1 and July 1. Following the Compass Sale, the HGI Energy Note to FGL was canceled and replaced with $46.0 notional aggregate amount of new notes of HGI Energy which were then transferred from FGL to a reinsurance funds withheld account, for which Front Street bears the economic risk. HGI Energy recorded $4.0 (approximately $0.02 per share) gain on the restructuring of the HGI Energy Note to FGL which was included in “Other income (expense), net” in the accompanying Consolidated Statements of Operations. The corresponding loss of $4.0 recorded by FGL was included in “(Loss) income from discontinued operations, net of tax” in the accompanying Consolidated Statements of Operations. The transfer of the new notes to the reinsurance funds withheld account resulted in the elimination upon the consolidation of the funds withheld receivables and debt balances as Front Street is a business held for use. 
Salus
Salus acted as co-lender under some of the asset-based loans that it originated, and such loans were structured to meet the definition of a “participating interest” as defined under ASC 860-10, Transfers and Servicing. Salus is no longer originating new loans. For loans originated with co-lenders that have terms that result in such a co-lender not having a qualifying “participating interest,” Salus recognizes the whole, undivided loan. Salus also reflects a secured borrowing owing to the co-lender representing their share in the undivided whole loan. As of September 30, 2016 and 2015, Salus had $2.0 and $8.8 respectively, of such secured borrowings to unaffiliated co-lenders outstanding related to non-qualifying “participating interests.” As of September 30, 2016, Salus had no secured borrowings under non-qualifying loan participation with FGL and as of September 30, 2015, the balance was $4.2.
In February 2013, September 2013 and February 2015, Salus completed a CLO securitization of up to $578.5 notional aggregate principal amount. At September 30, 2016 and 2015, the outstanding notional aggregate principal amount of $39.7 and $40.4, respectively, was taken up by unaffiliated entities and consisted entirely of subordinated debt in both periods, and $63.0 and $274.0, respectively, was taken up by FGL and also included in Assets of business held for sale in the accompanying Condensed Consolidated Balance Sheets. The obligations of the securitization is secured by the assets of the VIE, primarily asset-based loan receivables, and at September 30, 2016 all of the senior secured tranches has been paid in full. The reduction in senior secured and subordinated debt was financed by cash on hand and the realization of the underlying receivables or collateral. The subordinated tranches carry residual interest subject to maintenance of certain covenants. Due to losses incurred in the CLO, at September 30, 2016 and September 30, 2015, the CLO was not accruing interest on the subordinated debt.
In February 2015, Salus executed a $2.5 senior secured promissory note in favor of FGL in recognition of certain amounts due to FGL. The note was originally due on May 29, 2015 with fixed interest of 5.3% to be paid semi-annually. The note was repaid in full during Fiscal 2016.


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