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Table of Contents
Financing Arrangements
The Company's financing arrangements as of June 30, 2012 and 2011 consists of the following:
Fiscal Year 2012
In April 2012, the Company amended the Restated Private Shelf Agreement. The amendments included increasing the Company's
minimum net worth covenant from $800.0 million to $850.0 million and amending or adding certain definitions, including EBITDA and Rental
Expense. Under the new agreement, indebtedness related to Capital Leases is limited to $50.0 million. We were in compliance with all
covenants and other requirements of our credit agreement and senior notes as of June 30, 2012.
Fiscal Year 2011
On June 30, 2011, the Company entered into a Fifth Amended and Restated Credit Agreement, which amended and restated in its entirety,
the Company's existing Fourth Amended and Restated Credit Agreement. The Fifth Amended and Restated Credit Agreement provides for a
$400.0 million senior unsecured five-year revolving credit facility. The amendments included increasing the Company's minimum net worth
covenant from $800.0 to $850.0 million, and amending or adding certain definitions, including Change in Law, Defaulting Lender, EBITDA,
Fronting Exposure, Replacement Lender, and Accounting Principles. In addition, under the Fifth Amended and Restated Credit Agreement, the
Company may request an increase in revolving credit commitments under the facility of up to $200.0 million under certain circumstances.
Under the new agreement, indebtedness related to Capital Leases is limited to $50.0 million, and Restricted Payments, as defined in the
agreement, are tiered based on Debt to EBITDA. Events of default under the Credit Agreement include change of control of the Company and
the Company's default of other debt exceeding $10.0 million.
Fiscal Year 2010
In July 2009, the Company issued $172.5 million of 5.0 percent convertible senior notes due 2014, and 13,225,000 shares of its common
stock at $12.37 per share. The notes are unsecured, senior obligations of the Company and interest payable semi-annually at a rate of
5.0 percent per year. The notes mature on July 15, 2014. The notes are convertible subject to certain conditions at an initial conversion rate of
64.6726 shares of the Company's common stock per $1,000 principal amount of notes (representing an initial conversion price of
approximately $15.46 per share of the Company's common stock), subject to adjustment in certain circumstances. As of June 30, 2012, the
conversion rate was 65.1432 shares of the Company's common stock per $1,000 principal amount of notes
67
Interest rate % Amounts outstanding
Maturity Dates 2012 2011 2012 2011
(fiscal year)
(Dollars in thousands)
Senior term notes
2013
-
2018
6.69
-
8.50%
6.69
-
8.50%
$
111,429
$
133,571
Convertible senior notes
2015
5.00
5.00
161,134
156,248
Revolving credit facility
2016
—
—
—
—
Equipment and leasehold
notes payable
2015
-
2016
4.90
-
8.75
8.80
-
9.14
14,780
22,273
Other notes payable
2013
5.75
-
8.00
5.75
-
8.00
331
1,319
287,674
313,411
Less current portion
(28,937
)
(32,252
)
Long
-
term portion
$
258,737
$
281,159