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Long-Term Debt
 12 Months Ended
Dec. 31, 2012
Long-Term Debt [Abstract]  
Long-Term Debt

Note 11.    Long-Term Debt

 

Long-term debt consists of the following:

 

                 

(in millions)

   2012     2011  

Revolving credit

   $ 20.0     $ 20.0  

Promissory note

     10.0       15.0  
   

 

 

    

 

 

  
      30.0       35.0  

Less current portion

     (5.0 )      (5.0 ) 
   

 

 

    

 

 

  
    $ 25.0     $ 30.0  
   

 

 

    

 

 

  

 

On December 14, 2011, we entered into a five-year revolving credit facility which provides for borrowings by us of up to $100.0 million. The facility carries an interest rate based on U.S. LIBOR plus a margin of between 1.50% and 2.25% which is dependent on the Company’s ratio of net debt to EBITDA. EBITDA is a non-GAAP measure of liquidity defined in the credit facility. The facility can be drawn down until it expires on December 14, 2016. We repaid the previous finance facility, which was due to expire on February 6, 2012, upon entering into the new credit facility.

 

The Company’s credit facility contains restrictive clauses which may constrain our activities and limit our operational and financial flexibility. The facility obliges the lenders to comply with a request for utilization of finance unless there is an event of default outstanding. Events of default are defined in the credit facility and include a material adverse change to our assets, operations or financial condition. The facility contains a number of restrictions that limit our ability, amongst other things, and subject to certain limited exceptions, to incur additional indebtedness, pledge our assets as security, guarantee obligations of third parties, make investments, undergo a merger or consolidation, dispose of assets, or materially change our line of business.

 

In addition, the credit facility contains terms which, if breached, would result in it becoming repayable on demand. It requires, among other matters, compliance with the following financial covenant ratios measured on a quarterly basis: (1) the ratio of net debt to EBITDA shall not be greater than 2.5:1 and (2) the ratio of EBITDA to net interest shall not be less than 4.0:1. Management has determined that the Company has not breached these covenants throughout the period to December 31, 2012 and expects to not breach these covenants for the next 12 months. The credit facility is secured by a number of fixed and floating charges over certain assets which include key operating sites of the Company and its subsidiaries.

 

On September 13, 2011, the Company settled the NewMarket Corporation civil complaint. The settlement agreement included the Company issuing a $15.0 million promissory note to NewMarket Corporation payable in three equal annual installments (carrying simple interest at 1% per annum), the first installment of which was paid on September 7, 2012.

 

The weighted average rate of interest on borrowings was 1.6% at December 31, 2012 and 3.4% at December 31, 2011. Payments of interest on long-term debt were $0.5 million, $1.8 million and $2.0 million in 2012, 2011 and 2010, respectively.

 

The net cash outflows in respect of refinancing costs were $0.0 million, $1.7 million and $0.0 million in 2012, 2011 and 2010, respectively.