7. Long-Term Debt

Long-term debt is summarized as follows (in thousands):

	December 31, 2012			December 31, 2011

Term loans	$	457,650		$	487,550
Less unamortized discount		(3,732	)		(4,517	)
Revolving loans		—			—

Subtotal		453,918			483,033
Less current portion		(76,950	)		(4,900	)

Long-term portion	$	376,968		$	478,133

Amended Credit Facility

In July 2011, we entered into a credit agreement that provided for $490 million of term loans (the "Term Loans") and $120 million of revolving loans. In March 2013, we and our lenders amended the credit agreement to (i) increase the maximum allowable consolidated leverage ratio covenants, (ii) reduce the minimum fixed charge coverage ratio covenants, (iii) reduce the revolving loans to a maximum of $50 million (the "Revolving Loans"), (iv) increase the interest rate on our borrowings, (v) increase the scheduled quarterly principal payments, (vi) revise the mandatory excess cash flow ("ECF") principal payments, (vii) require an additional $50 million principal payment which was made in March 2013, and (viii) make certain other changes. The credit agreement, as amended in March 2013, is referred to herein as the "Amended Credit Facility." The description below reflects the March 2013 amendment. See Note 18.

The Term Loans were fully funded at the July 2011 closing and the proceeds therefrom were used in the acquisition of MediaMind (see Note 3). The Term Loans were issued net of a 1.0% original issue discount, which increased our effective borrowing rate by 0.18%. The Term Loans mature in July 2018, bear interest at the greater of (i) LIBOR plus 6.0% or (ii) 7.25% per annum, payable not less frequently than each quarter, and require scheduled quarterly principal payments as follows:

Fiscal Quarter Ending	Minimum Quarterly Principal Payment (in thousands)

March 31, 2013 and prior	$	1,225
June 30, 2013		8,575
September 30, 2013		8,575
December 31, 2013		8,575
Each quarter thereafter		6,125

Beginning in 2013, the Term Loans also require mandatory principal payments based on a percentage of our ECF (as defined in the Amended Credit Facility). The ECF principal payments are reduced by scheduled and voluntary principal payments and fluctuate based on our consolidated leverage ratio (as defined in the Amended Credit Facility) as follows:

Consolidated Leverage Ratio

Greater than 3.00	75	%
2.25 to 3.00	50	%
1.25 to 2.25	25	%
Less than 1.25	0	%

In March 2012, we prepaid $25 million of our estimated 2013 ECF principal payment.

The Revolving Loans mature in July 2016; bear interest at the alternative base rate or LIBOR, plus the applicable margin for each rate that fluctuates with the consolidated leverage ratio. At December 31, 2012, we had $46.6 million of funds available under the Revolving Loans (which reflects the March 2013 amendment and $3.4 million of outstanding letters of credit which reduce the amount of borrowings available under the Revolving Loans). Our ability to borrow funds under the Revolving Loans is subject to maintaining compliance with the financial covenants discussed below. Thus, depending upon (i) how much room we have under our financial covenants at the time of the borrowing and, potentially (ii) whether or not the purpose for the borrowing would impact our consolidated EBITDA (as would be the case if we were to acquire another business), our ability to borrow against the Revolving Loans may be limited. In connection with entering into the credit facility in July 2011, we incurred debt issuance costs of $12.0 million which are being amortized to interest expense over the term of the credit facility and is expected to increase our effective borrowing rate by 0.42%. At December 31, 2012, our effective interest rate under the Term Loans, including the original issue discount and debt issuance costs, was approximately 6.4% (which increased to 7.9% in connection with the March 2013 amendment).

The Amended Credit Facility provides for future acquisitions and contains financial covenants pertaining to the maximum consolidated leverage ratio and the minimum fixed charge coverage ratio as follows:

Period

March 8, 2013 to June 29, 2014	4.00 to 1.00	1.05 to 1.00
June 30, 2014 to June 29, 2015	3.50 to 1.00	1.10 to 1.00
June 30, 2015 and thereafter	3.25 to 1.00	1.10 to 1.00

Our consolidated leverage ratio and consolidated fixed charge coverage ratio at December 31, 2012 were 3.38 to 1.00 and 3.30 to 1.00, respectively.

The Amended Credit Facility also contains a variety of customary restrictive covenants, such as limitations on borrowings and investments, and provides for customary events of default including a change in control (as defined in the Amended Credit Facility). The Amended Credit Facility restricts the payment of cash dividends and limits acquisitions, capital expenditures, share redemptions and repurchases. There are no restrictions in our Amended Credit Facility with respect to transfers of cash or other assets from our subsidiaries to us. The Amended Credit Facility is guaranteed by all of our domestic subsidiaries and is collateralized by a first priority lien on substantially all of our assets. At December 31, 2012, we were in compliance with the financial and nonfinancial covenants of the Amended Credit Facility.

As of December 31, 2012 (taken into account the March 2013 amendment), our scheduled and estimated excess cash flow principal payments required under our Amended Credit Facility for the next five years were as follows (in thousands):

	Principal Payments

Year	Scheduled		Estimated Excess Cash Flow		Total
2013	$	76,950	$	—	$	76,950
2014		24,500		3,800		28,300
2015		24,500		7,500		32,000
2016		24,500		12,700		37,200
2017		24,500		—		24,500

Prior Credit Facilities

In May 2011, prior to entering into the Amended Credit Facility, we entered into a five-year, $150 million revolving credit facility with a group of lenders. Borrowings under that facility bore interest at the alternative base rate or LIBOR, plus the applicable margin for each rate that fluctuated with the consolidated leverage ratio.

During 2009 and into early 2010, we had a $185 million credit facility. Borrowings under that facility bore interest at the base rate or LIBOR, plus the applicable margin for each that fluctuated with the total leverage ratio. In April 2010, we repaid all of our outstanding debt and terminated our then outstanding interest rate swaps with proceeds from a public equity offering. In connection with our debt repayment and termination of this facility in August 2010, we wrote off $2.9 million of deferred loan fees to interest expense and reclassified $2.1 million of accumulated interest rate swap losses from accumulated other comprehensive loss (a balance sheet account) to interest expense.