XML 125 R20.htm IDEA: XBRL DOCUMENT v2.4.0.6
Long-Term Borrowings
12 Months Ended
Jun. 30, 2012
Long-Term Borrowings [Abstract]  
Long-Term Borrowings

13. LONG-TERM BORROWINGS

     The Company financed a portion of the KSNET acquisition price and related transaction expenses with the proceeds of a KRW 130.5 billion (approximately $115.9 million based on October 29, 2010 exchange rates) five-year senior secured loan facility provided by a consortium of banks under a facilities agreement (the "Facilities Agreement"). The current carrying value as of June 30, 2012, is $93.8 million. The Facilities Agreement provides for three separate facilities: a Facility A loan to the Company's wholly owned subsidiary, Net1 Applied Technologies Korea ("Net1 Korea"), of up to KRW 130.5 billion (divided into Facility A1 (KRW 65.5 billion) and Facility A2 (KRW 65.0 billion)) and a Facility B loan to KSNET of up to KRW 65.0 billion. The Facility B loan, if drawn, must be used to repay the Facility A2 loan and may be borrowed only if Net1 Korea and KSNET complete a merger transaction with each other. Interest on the loans is payable quarterly and is based on the Korean CD rate in effect from time to time plus a margin of 4.10% for Facility A loans and 3.90% for the Facility B loan. The CD rate was 3.54% on June 30, 2012. Total interest expense for the year ended June 30, 2012 and 2011, respectively, was $8.8 million and $7.5 million, and includes amortization of facility fees of $0.4 million and $2.0 million. Interest of approximately $1.2 million, translated at exchange rates applicable as of June 30, 2012, has been accrued as of June 30, 2012.

     The Facility A1 loan matures on the fifth anniversary of the initial drawdown with no required principal prepayments. Principal on the Facility A2 loan and Facility B loan is repayable in scheduled installments, beginning twelve months after initial drawdown and thereafter, semi-annually with final maturity scheduled for 54 months after initial drawdown. During the year ended June 30, 2012, the Company made the first and second principal payments totaling approximately $14.3 million and an unscheduled $4.8 million principal payment with the proceeds of the net settlement received from the former shareholders of KSNET. The third and fourth scheduled installments of approximately $14.0 million, translated at exchange rates applicable as of June 30, 2012, are due in equal installments of $7.0 million each, on October 29, 2012 and April 29, 2013, respectively, and have been classified as current in the Company's consolidated balance sheet. As of June 30, 2012, the carrying amount of the long-term borrowings approximated its fair value

     The loans are secured by substantially all of KSNET's assets, a pledge by Net1 Korea of its entire equity interest in KSNET and a pledge by the immediate parent of Net1 Korea (also one of the Company's subsidiaries) of its entire equity interest in Net1 Korea. The Facilities Agreement contains customary covenants that require Net1 Korea and its consolidated subsidiaries to maintain certain specified financial ratios (including a leverage ratio and a debt service coverage ratio) and restrict their ability to make certain distributions with respect to their capital stock, prepay other debt, encumber their assets, incur additional indebtedness, make capital expenditures above specified levels, engage in certain business combinations and engage in other corporate activities. The loans under the Facilities Agreement are without recourse to, and the covenants and other agreements contained therein do not apply to, the Company or any of the Company's subsidiaries (other than Net1 Korea and its subsidiaries, including KSNET).