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SHORT-TERM BORROWINGS AND LONG-TERM OBLIGATIONS
12 Months Ended
Dec. 31, 2012
SHORT-TERM BORROWINGS AND LONG-TERM OBLIGATIONS  
SHORT-TERM BORROWINGS AND LONG-TERM OBLIGATIONS

8. SHORT-TERM BORROWINGS AND LONG-TERM OBLIGATIONS

 

The Company had outstanding Long-term obligations as of December 31, 2012 and 2011 as follows:

 

 

 

 

 

December 31,

 

 

 

Maturity Date

 

2012

 

2011

 

Long-term obligations:

 

 

 

 

 

 

 

8.375% Senior Notes

 

July 2018

 

$

250,000

 

$

250,000

 

 

8.375% Senior Notes

 

In July 2011, the Company issued $250,000 in aggregate principal amount of 8.375% Senior Notes (the “8.375% Senior Notes”) due 2018 in a private offering (the “Offering”) to qualified institutional buyers pursuant to Rule 144A and to certain persons in offshore transactions pursuant to Regulation S, each under the Securities Act of 1933, as amended (the “Securities Act”).  The notes were priced to investors at 100% of their principal amount, and mature in July 2018. Interest on these notes is payable, semi-annually in arrears on the 19th of January and July. Transaction costs of approximately $9,100 related to the 8.375% Senior Notes was deferred and is being amortized over the term of the notes.  On December 21, 2011, the Company completed an exchange offer for the 8.375% Senior Notes whereby it exchanged $250,000 in aggregate principal amount of the 8.375% Senior Notes for 8.375% Senior Notes that are registered under the Securities Act.  On April 23, 2012, Standard & Poor’s (“S&P”) lowered its credit rating on the Company’s 8.375% Senior Notes one notch to BB+, which, pursuant to the terms of the 8.375% Senior Notes, increased the applicable per annum interest rate, effective July 19, 2012, by 25 basis points, equating to an additional $625 of interest per annum. On December 21, 2012, S&P further lowered its credit rating on the Company’s 8.375% Senior Notes two notches to BB-, which,  pursuant to the terms of the 8.375% Senior Notes, increased the applicable per annum interest rate, effective January 19, 2013, by an additional 50 basis points, equating to an additional $1,250 of interest per annum. On January 18, 2013, Moody’s Investor Services lowered its credit rating on the Company’s 8.375% Senior Notes two notches to B1, which,  pursuant to the terms of the 8.375% Senior Notes, increased the applicable per annum interest rate, effective January 19, 2013, by an additional 50 basis points, equating to an additional $1,250 of interest per annum. The aggregate effect of these downgrades to the Company’s credit rating by the various rating agencies equate to $3,125 in additional interest expense per annum.

 

At December 31, 2012 and December 31, 2011, unamortized deferred financing fees related to the 8.375% Senior Notes of $7,205 and $8,552, respectively, were recorded within Other assets and the Company was in compliance with all applicable covenants.

 

Credit Agreement

 

In March 2013, the Company entered into an amendment to its second amended and restated credit agreement (as amended, the “Credit Agreement”) with Bank of America, N.A. and certain other lenders. The Credit Agreement provides for maximum revolving loans of up to $75,000 until December 2013, at which time $18,750 of the lender commitments mature.  The remaining $56,250 of lender commitments mature in December 2015.  The Credit Agreement provides for up to $50,000 for letters of credit. Revolving loans may be either base rate loans or Eurocurrency rate loans. Eurocurrency rate loans bear interest at the annualized rate of one-month LIBOR plus the application margin and base rate loans bear interest at a rate per annum equal to a prime rate plus the applicable margin. Letter of credit fees per annum are equal to the applicable margin times the outstanding amount drawn under such letter of credit. As long as no default has occurred under the Credit Agreement, the applicable margin for base rate and Eurocurrency rate loans and letters of credit is based on a matrix that varies with a ratio of outstanding debt to EBITDA, as defined in the Credit Agreement.

 

In July 2011, the Company used $135,319 of the net proceeds from the Offering of the 8.375% Senior Notes to repay all then outstanding amounts under the Credit Agreement, including accrued and unpaid interest.

 

As a result of the Offering, the available borrowing capacity under the Credit Agreement decreased from $200,000 to approximately $129,500.  In March 2013, the borrowing capacity was lowered to $75,000 as discussed above.

 

The Company had outstanding borrowings under its Credit Agreement as of December 31, 2012 and 2011 as follows:

 

 

 

December 31,

 

 

 

2012

 

2011

 

Loans Available(1)

 

$

129,500

 

$

129,500

 

Loans Outstanding

 

$

—

 

$

—

 

 

(1)         Amounts available include up to $50,000 for letters of credit as of December 31, 2012 and December 31, 2011.

 

At December 31, 2012 and December 31, 2011, unamortized deferred financing fees related to the Credit Agreement of $869 and $1,738, respectively, were recorded within Other assets.

 

The Credit Agreement contains certain financial and other covenants. The Company was in compliance with all applicable covenants at December 31, 2012 and 2011.