NOTE 5: LONG-TERM OBLIGATIONS

Long-term obligations consisted of the following (in thousands):

	As of December 31, 2015					As of December 31, 2014
	Principal		Unamortized Debt Issuance Costs			Principal		Unamortized Debt Issuance Costs
Senior secured term loan, variable interest rate, due 2020	$	367,213	$	(5,264	)	$	296,250	$	(5,703	)
Capital leases, due various dates from 2016 to 2021		13,326		—			3,177		—
Notes payable, 2.20%, due 2017		8,303		—			12,895		—
Acquisition-related liabilities		—		—			1,159		—

Total obligations		388,842		(5,264	)		313,481		(5,703	)
Less: Obligations due within one year		12,213		—			10,959		—

Long-term obligations	$	376,629	$	(5,264	)	$	302,522	$	(5,703	)

Credit Agreement

In August 2013, we entered into a $400 million senior secured credit facility, which originally consisted of a $100 million senior secured revolving loan, maturing in August 2018, and a $300 million senior secured term loan, maturing in August 2020 (the "Credit Agreement"). The Credit Agreement also provides for a $200 million uncommitted accordion (the "Accordion") for access to incremental capital. The Accordion provides for increasing the senior secured term loan from the original $300 million up to $500 million and/or increasing the total capacity under the senior secured revolving loan commitment from its original $100 million up to a maximum of $200 million with the aggregate total increase in the term loan and revolving loans not to exceed $200 million. Access to the Accordion amount is subject to securing additional commitments with financial institutions and compliance with the covenants specified in the Credit Agreement.

In March 2014, we entered into the First Amendment to the Credit Agreement ("First Amendment"), which reduced the interest rate options for our senior secured term loan and reduced the LIBOR floor for an aggregate reduction of 50 basis points. Effective with the date of the First Amendment, the senior secured term loan bore interest as follows: (1) 2.50% plus prime rate subject to a 1.75% floor; or (2) 3.50% plus one, two, three or six month LIBOR subject to a 0.75% LIBOR floor, for an aggregate floating rate floor of 4.25%.

In January 2015, we entered into the Second Amendment to the Credit Agreement (the "Second Amendment"), which increased the senior secured term loan interest rate options by 25 basis points to the following: (1) 2.75% plus prime rate subject to a 1.75% floor; or (2) 3.75% plus one, two, three or six month LIBOR subject to a 0.75% LIBOR floor, for an aggregate floating rate floor of 4.50%. The Second Amendment also amended the definition of "Applicable Margin" increasing the margin determined by reference to our consolidated net leverage ratio (as defined in the Credit Agreement) for purposes of calculating the interest rate for base rate loans, Eurodollar loans and the fee applicable to letters of credit as specified therein. In addition, the Second Amendment amended the definitions of "Consolidated EBITDA", "Consolidated Net Income" and "Excess Cash Flow" to permit us to add back certain charges as described in the Credit Agreement.

In April 2015, we entered into the Third Amendment to the Credit Agreement (the "Third Amendment"), which increased the borrowings outstanding under the senior secured term loan by an aggregate principal amount of $75 million. The Third Amendment provides for repayment of borrowings outstanding under the senior secured term loan in 21 quarterly payments of principal of $0.9 million, commencing on June 30, 2015, with the remaining principal balance of the term loan due upon the maturity date in August 2020.

The Credit Agreement contains certain annual mandatory prepayment terms based on a percentage of excess cash flow. Excess cash flow, as defined in the Credit Agreement includes Consolidated EBITDA (as defined in the Credit Agreement) adjusted for capital expenditures, changes in working capital, interest paid, income taxes paid, principal payments, dividends and certain acquisition-related obligations. Such annual mandatory prepayments are only required when the net leverage ratio exceeds 2.75 to 1.00. As of December 31, 2015, there were no mandatory prepayments outstanding under the senior secured credit facility.

In addition, the Credit Agreement contains financial covenants related to a net leverage ratio (as defined in the Credit Agreement) which is not permitted to exceed 4.50 to 1.00 as well as other customary covenants. As of December 31, 2015, we were in compliance with all financial covenants.

As of December 31, 2015:

The total borrowing capacity under the senior secured credit facility was $475 million consisting of a $100 million senior secured revolving loan and a $375 million amortizing senior secured term loan. There were no borrowings outstanding under the senior secured revolving loan.

All outstanding borrowings under the senior secured term loan were based on the 0.75% LIBOR floor and the applicable margin was 3.75% for an aggregate floating rate floor of 4.50%.

We were in compliance with all financial covenants.

We had $0.8 million in letters of credit outstanding that reduce the borrowing capacity under the senior revolving loan.

Derivative Instruments

Interest rate cap

In November 2013, we entered into a two-year 3% interest rate cap agreement for a notional amount of $150.0 million equal to the portion of the senior secured term loan being hedged. In August 2015, the interest rate cap expired with a fair value on the date of expiration that was de minimis to the Consolidated Financial Statements. All changes in the estimated fair value of the interest rate cap were included in accumulated other comprehensive income (loss) and represented a de minimis amount for the fiscal years ended December 31, 2015, 2014 and 2013. The hedge was determined to be highly effective during the period from inception of the hedge through expiration with no ineffectiveness recognized in earnings.

Interest rate swap

In April 2014, we entered into a forward interest rate swap effective from August 31, 2015 through August 27, 2020, with a notional amount of approximately $73.7 million equal to the portion of the outstanding amortized principal amount of the senior secured term loan being hedged. Under the interest rate swap agreement we will pay a fixed amount of interest of 2.81% on the notional amount and the counterparty will pay a floating amount of interest based on LIBOR with a one-month designated maturity subject to a floor of 0.75% which is consistent with our obligation under the term loan. The interest rate swap contains a floor of 0.75% to ensure that the one-month LIBOR received on each settlement of the interest rate swap will not be less than our LIBOR floor obligation to lenders of 0.75%.

The objective of entering into this interest rate swap was to eliminate the variability of the cash flows in interest payments related to the portion of the debt being hedged. The interest rate swap qualifies as a cash flow hedge and, as such, is being accounted for at estimated fair value with changes in estimated fair value being deferred in accumulated other comprehensive income (loss) until such time as the hedged transaction is recognized in earnings. The hedge was determined to be highly effective during the period from inception through December 31, 2015 and is expected to continue to be highly effective in mitigating the risks of rising interest rates.

Changes in the fair value of the interest rate swap for the fiscal years ended December 31, 2015 and 2014 were losses of $1.4 million and $2.5 million, respectively, and are included in "Accumulated other comprehensive loss" on the Consolidated Balance Sheets. The fair value of the interest rate swap as of December 31, 2015 and 2014 was a liability of $3.9 million and $2.5 million, respectively, and is included in "Other long-term liabilities" on the Consolidated Balance Sheets.

We manage exposure to counter-party credit risk related to our derivative positions by entering into contracts with various major financial institutions that can be expected to fully perform under the terms of such instruments.

Capital Leases

We lease certain equipment under capital leases that generally require monthly payments with final maturity dates during various periods through 2021. As of December 31, 2015, our capital leases had a weighted-average interest rate of approximately 4.64%. See Note 2 to the Consolidated Financial Statements for additional information related to assets purchased under capital leases.

Notes Payable

In November 2014 we entered into a note payable related to a software license and maintenance agreement that bears interest of approximately 2.20% and is payable quarterly through September 2017.

Acquisition-related Liabilities

Acquisition-related liabilities consisted of the following (in thousands):

	December 31, 2014
Minus 10 deferred acquisition price	$	43
Minus 10 contingent consideration		1,116

Total acquisition-related liabilities	$	1,159

See Note 9 to the Consolidated Financial Statements for additional information related to the Minus 10 contingent consideration.

Maturities of Long-Term Obligations

The annual maturities of long-term obligations for the next five fiscal years and thereafter are as follows (in thousands):

			Capital Leases
Year Ending December 31,	Credit Agreement		Minimum Lease Payments		Less Interest			Principal Amount		Note Payable		Total Principal Payments
2016	$	3,650	$	4,391	$	(534	)	$	3,857	$	4,706	$	12,213
2017		3,650		3,750		(358	)		3,392		3,597		10,639
2018		3,650		2,755		(220	)		2,535		—		6,185
2019		3,650		1,954		(120	)		1,834		—		5,484
2020		352,613		1,210		(46	)		1,164		—		353,777
Thereafter		—		552		(8	)		544		—		544

Total	$	367,213	$	14,612	$	(1,286	)	$	13,326	$	8,303	$	388,842