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Credit Facility
9 Months Ended
Jun. 30, 2013
Credit Facility  
Credit Facility

13.          Credit Facility

 

At March 31, 2013, we had a credit agreement that provided for a $460 million five-year revolving credit facility that matured in March 2016.  On May 7, 2013, we entered into an Amended and Restated Credit Agreement (the “Amended Credit Agreement”) and refinanced the indebtedness under the prior credit agreement.  The Amended Credit Agreement is a $665 million senior secured, five-year facility that provides for a $205 million term loan facility (the “Term Loan Facility”) and a $460 million revolving credit facility (the “Revolving Credit Facility”).  The Amended Credit Agreement allows us to, among other things, finance certain permitted open market repurchases of our common stock, permitted acquisitions, and cash dividends and distributions.  The Revolving Credit Facility includes a $200 million sublimit for the issuance of standby letters of credit, a $20 million sublimit for swingline loans, and a $150 million sublimit for multicurrency borrowings and letters of credit.  At June 30, 2013, we had $441.6 million of available credit under the Revolving Credit Facility, of which $97.5 million could be borrowed without a violation of our debt covenants.

 

The entire Term Loan Facility was drawn on May 7, 2013.  The Term Loan Facility is subject to quarterly amortization of principal, with no principal payment due in year 1, $10.3 million payable in both years 2 and 3, and $15.4 million payable in both years 4 and 5, respectively.  The Term Loan may be prepaid at any time without penalty.  We may borrow on the Revolving Credit Facility, at our option, at either (a) a Eurocurrency rate plus a margin that ranges from 1.15% to 2.00% per annum, or (b) a base rate for loans in U.S. dollars (the highest of the U.S. federal funds rate plus 0.50% per annum, the bank’s prime rate or the Eurocurrency rate plus 1.00%) plus a margin that ranges from 0.15% to 1.00% per annum.  In each case, the applicable margin is based on our Consolidated Leverage Ratio, calculated quarterly.  The Term Loan Facility is subject to the same interest rate provisions.  The interest rate of the Term Loan Facility at the date of inception was 1.57%.  The Amended Credit Agreement expires on May 7, 2018, or earlier at our discretion upon payment in full of loans and other obligations.

 

The Amended Credit Agreement contains certain affirmative and restrictive covenants, and customary events of default.  The financial covenants provide for a maximum Consolidated Leverage Ratio of 2.50 to 1.00 (total funded debt/EBITDA, as defined in the Amended Credit Agreement) and a minimum Consolidated Fixed Charge Coverage Ratio of 1.25 to 1.00 (EBITDA, as defined in the Amended Credit Agreement minus capital expenditures/cash interest plus taxes plus principal payments of indebtedness including capital leases, notes and post-acquisition payments).  Our obligations under the Amended Credit Agreement are guaranteed by certain of our subsidiaries and are secured by first priority liens on (i) the equity interests of certain of our subsidiaries, including those subsidiaries that are guarantors or borrowers under the Amended Credit Agreement, and (ii) our accounts receivable, general intangibles and intercompany loans, and those of our subsidiaries that are guarantors or borrowers. We had borrowings outstanding under the Amended Credit Agreement at June 30, 2013 of $209.8 million, of which $205 million was outstanding under the Term Loan Facility, and $4.8 million was outstanding under the Revolving Credit Facility.  In addition, there was $13.6 outstanding in standby letters of credit under the Amended Credit Agreement.