FairPoint Communications 2010 Annual Report Download - page 63

Table of Contents
The Revolving Credit Facility had a swingline subfacility in the amount of $10.0 million and a letter of credit subfacility in the amount of $30.0 million,
which allowed for issuances of standby letters of credit for our account. Our Pre-Petition Credit Facility also permitted interest rate and currency exchange
swaps and similar arrangements that we may have entered into with the lenders under our Pre-Petition Credit Facility and/or their affiliates.
As of December 31, 2010, we had borrowed $155.5 million under the Revolving Credit Facility and there were no outstanding letters of credit. Upon the
event of default under the Pre-Petition Credit Facility relating to the Chapter 11 Cases described herein, the commitments under the Revolving Credit Facility
were automatically terminated. Accordingly, as of December 31, 2010, no funds remained available under the Revolving Credit Facility.
The Term Loan B Facility and the Delayed Draw Term Loan would have matured in March 2015 and the Revolving Credit Facility and the Term Loan A
Facility would have matured in March 2014. Each of the Term Loan A Facility, the Term Loan B Facility and the Delayed Draw Term Loan were repayable in
quarterly installments in the manner set forth in our Pre-Petition Credit Facility.
Borrowings under our Pre-Petition Credit Facility bore interest at variable interest rates. Interest rates for borrowings under our Pre-Petition Credit Facility
were, at our option, for the Revolving Credit Facility and for the Term Loans, at either (a) the Eurodollar rate, as defined in the Pre-Petition Credit Facility, plus
an applicable margin or (b) the base rate, as defined in the Pre-Petition Credit Facility, plus an applicable margin.
Our Pre-Petition Credit Facility contained customary affirmative covenants and also contained negative covenants and restrictions, including, among
others, with respect to the redemption or repurchase of our other indebtedness, loans and investments, additional indebtedness, liens, capital expenditures,
changes in the nature of our business, mergers, acquisitions, asset sales and transactions with affiliates.
Scheduled amortization payments on our Pre-Petition Credit Facility began in 2009. No principal payments were due on the Pre-Petition Notes prior to their
maturity. Following the filing of the Chapter 11 Cases, we did not make any additional principal or interest payments on our pre-petition debt.
For the year ended December 31, 2009, we repaid $8.4 million of principal under the Term Loan A Facility and $6.1 million of principal under the Term
Loan B Facility.
On the Effective Date, the Pre-Petition Credit Facility and all obligations thereunder (except that the Pre-Petition Credit Facility continues in effect solely for
the purposes of allowing creditors under the Pre-Petition Credit Facility to receive distributions under the Plan and to preserve certain rights of the
administrative agent) were terminated.
Our Pre-Petition Notes
Spinco issued, and we assumed in the Merger, $551.0 million aggregate principal amount of the Old Notes. The Old Notes were to mature on April 1,
2018 and were not redeemable at our option prior to April 1, 2013. Interest was payable on the Old Notes semi-annually, in cash, on April 1 and October 1.
The Old Notes bore interest at a fixed rate of 13 1/8% and principal was due at maturity. The Old Notes were issued at a discount and, accordingly, at the date
of their distribution, the Old Notes had a carrying value of $539.8 million (principal amount at maturity of $551.0 million less discount of $11.2 million).
Following the filing of the Chapter 11 Cases, $9.9 million of discount on the Pre-Petition Notes was written off in order to adjust the carrying amount of our
pre-petition debt to the Bankruptcy Court approved amount of the allowed claims for our pre-petition debt.
Pursuant to the Exchange Offer, on July 29, 2009, we exchanged $439.6 million in aggregate principal amount of the Old Notes (which amount was equal
to approximately 83% of the then outstanding Old Notes) for $458.5 million in aggregate principal amount of the New Notes (which amount included New
Notes issued to tendering noteholders as payment for accrued and unpaid interest on the exchanged Old Notes up to, but not including, the Settlement Date).
The New Notes were to mature on April 2, 2018 and bore
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