Classmates.com 2010 Annual Report Download - page 131

Table of Contents
UNITED ONLINE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
5. CREDIT AGREEMENTS (Continued)
interest rate depending on FTD's leverage ratio. The interest rate set forth in the FTD Credit Agreement for loans made under the term loan B
facility is either the prime rate plus 3.50% per annum, or LIBOR plus 4.50% per annum (with a LIBOR floor of 3.00%), in each case, with a
step-down in the interest rate depending on FTD's leverage ratio. In addition, there is a commitment fee equal to 0.50% per annum (with step-
downs in the commitment fee depending on FTD's leverage ratio) on the unused portion of the revolving credit facility. The FTD Credit
Agreement is guaranteed by UNOL Intermediate, Inc. and substantially all of the domestic subsidiaries of FTD Group, Inc. and is secured by
substantially all of the assets of FTD Group, Inc. and such subsidiaries, including a pledge of all of the outstanding capital stock owned by FTD
Group, Inc. and such guarantors (provided that no more than 66% of the capital stock of any foreign subsidiary is pledged or otherwise secures
the FTD Credit Agreement). On the date of the FTD acquisition, term loan A and term loan B under the FTD Credit Agreement were funded and
FTD Group, Inc. and such guarantors undertook UNOLA Corp.'s obligations under the FTD Credit Agreement. The FTD Credit Agreement
contains customary representations and warranties, events of default, affirmative covenants and negative covenants that, among other things,
require FTD not to exceed a maximum leverage ratio and to maintain a minimum fixed charge coverage ratio and imposes restrictions and
limitations on, among other things, capital expenditures, investments, dividends, asset sales, and the incurrence of additional debt and liens.
Impairment charges recorded by the Company do not impact covenants contained in the FTD Credit Agreement.
The changes in the Company's debt balances, net of discounts, for the years ended December 31, 2009 and 2010 were as follows (in
thousands):
F-25
Balance at
January 1, 2009 Repayments
of Debt Accretion
of Discounts Balance at December 31, 2009
UOL Credit Agreement
$
54,859
$
(31,431
)
$
955
$
24,383
FTD Credit Agreement, term loan
A
71,812
(12,872
)
839
59,779
FTD Credit Agreement, term loan
B
286,806
(45,816
)
3,794
244,784
FTD Credit Agreement, revolving
credit facility
—
—
—
—
Total
$
413,477
$
(90,119
)
$
5,588
$
328,946
Balance at
January 1, 2010
Repayments
of Debt
Accretion
of Discounts
Balance at
December 31, 2010
UOL Credit Agreement
$
24,383
$
(24,819
)
$
436
$
—
FTD Credit Agreement, term loan
A
59,779
(10,933
)
600
49,446
FTD Credit Agreement, term loan
B
244,784
(39,067
)
2,921
208,638
FTD Credit Agreement, revolving
credit facility
—
—
—
—
Total
$
328,946
$
(74,819
)
$
3,957
$
258,084