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Long-Term Debt
3 Months Ended
Mar. 31, 2013
Long-Term Debt [Abstract]  
Long-Term Debt

(9) Long-Term Debt 

 

The Company's long-term debt consisted of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2013

 

December 31, 2012

 

 

(In thousands)

8.25% Senior subordinated notes due September 2018

 

$ 

200,000 

 

$ 

200,000 

Revolving credit facility, including swing-line credit facility (weighted-average combined interest rate of 2.4% and 2.2% as of March 31, 2013 and December 31, 2012, respectively)

 

 

151,400 

 

 

152,000 

Equipment financing notes 

 

 

2,589 

 

 

2,819 

Total 

 

 

353,989 

 

 

354,819 

Less: current portion 

 

 

1,582 

 

 

1,467 

Total long-term debt, excluding current portion 

 

$ 

352,407 

 

$ 

353,352 

 

Revolving Credit Facility 

 

As of March 31, 2013, the Company's revolving credit facility provided for $250.0 million in borrowings and letters of credit (subject to the covenants contained within the facility), had a termination date of July 2016, and contained a feature that allows the Company to expand the facility up to $325.0 million, subject to the availability of additional bank commitments by existing or new syndicate participants. 

 

This revolving credit facility includes a $15.0 million swing-line facility, a $60.0 million foreign currency sub-limit, and a $20.0 million letter of credit sub-limit. Borrowings under the facility bear interest at a variable rate, based upon the Company's total leverage ratio and the London Interbank Offered Rate ("LIBOR") or Alternative Base Rate (as defined in the agreement) at the Company's option. Additionally, the Company is required to pay a commitment fee on the unused portion of the revolving credit facility. Substantially all of the Company's assets, including the stock of its wholly-owned domestic subsidiaries and 66% of the stock of its foreign subsidiaries, are pledged to secure borrowings made under the revolving credit facility. Furthermore, each of the Company's domestic subsidiaries has guaranteed the Company's obligations under the revolving credit facility. There are currently no restrictions on the ability of the Company's wholly-owned subsidiaries to declare and pay dividends directly to us. 

 

As of March 31, 2013, the Company was in compliance with all applicable covenants and ratios under the facility, which were described in the 2012 Form 10-K.

 

As of March 31, 2013, $151.4 million was outstanding under the Company’s revolving credit facility. Additionally, the Company has posted a $2.0 million letter of credit serving to secure the overdraft facility of its U.K. subsidiary (further discussed below) and a $0.1 million letter of credit serving to secure a third-party processing contract in Canada. These letters of credit, which the applicable third-parties may draw upon in the event the Company defaults on the related obligations, reduce the Company’s borrowing capacity under the facility. As of March 31, 2013, the Company’s available borrowing capacity under the revolving credit facility totaled approximately $96.5 million.

 

$200.0 Million 8.25% Senior Subordinated Notes Due 2018

 

The $200.0 million 8.25% senior subordinated notes due September 2018 (the "2018 Notes"), which are guaranteed by all of the Company's domestic subsidiaries, contain no maintenance covenants and only limited incurrence covenants, under which the Company has considerable flexibility. Interest under the 2018 Notes is paid semi-annually in arrears on March 1st and September 1st of each year. As of March 31, 2013, the Company was in compliance with all applicable covenants required under the 2018 Notes. 

 

Other Borrowing Facilities

 

Cardtronics Mexico equipment financing agreements. Between 2007 and 2010, Cardtronics Mexico entered into several separate five-year equipment financing agreements with a single lender, of which four agreements have outstanding balances as of March 31, 2013. These agreements, which are denominated in pesos and bear interest at an average fixed rate of 10.04%, were utilized for the purchase of ATMs to support the growth of the Company’s Mexico operations. As of March 31, 2013,  approximately $31.8 million pesos ($2.6 million U.S.) were outstanding under the agreements. Pursuant to the terms of the loan agreements, the Company has issued guarantees for 51.0% of the obligations under these agreements (consistent with its ownership percentage in Cardtronics Mexico). As of March 31, 2013, the total amount of these guarantees was $16.2 million pesos ($1.3 million U.S.).

 

Bank Machine overdraft facility.  Bank Machine, Ltd. (“Bank Machine”) has a £1.0 million overdraft facility. This overdraft facility, which bears interest at 1.0% over the bank’s base rate (0.5% as of March 31, 2013) and is secured by a letter of credit posted under the Company’s revolving credit facility as discussed above in the Revolving Credit Facility section, is utilized for general corporate purposes for the Company’s U.K. operations. As of March 31, 2013, there were no amounts outstanding under the overdraft facility.