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LONG-TERM DEBT AND INTEREST RATE SWAPS

12 Months Ended

Jan. 31, 2012


10.	LONG-TERM DEBT AND INTEREST RATE SWAPS

	Long-term debt consists of notes payable secured by certain land, buildings and equipment. Interest rates ranged from 3.2% to 8.4% in fiscal years 2011 and 2010. Principal and interest are payable periodically over terms that generally range up to 5 years. The following provides information on rates segregated as fixed or variable and by term for fiscal years 2011 and 2010:


	January 31, 2012

Interest Rates	Maturity		Balance (in thousands)


		Variable
3.19% - 4.00%		Within five years	$	122,678


		Fixed
8.40%		Within five years	$	1,071


		January 31, 2011

Interest Rates	Maturity		Balance (in thousands)


		Variable
3.27% - 3.75%		Within five years	$	79,313


		Fixed
8.40%		Within five years	$	1,674


	Annual expected maturities of long-term debt are as follows (amounts in thousands):


Year Ending January 31,

2013	$	15,222
2014		17,080
2015		52,696
2016		5,753
2017		32,998

	$	123,749


	The fair value of the Company’s long-term debt at January 31, 2012 and 2011 was approximately $123.8 million and $81.2 million, respectively. The fair value was estimated using a discounted cash flow analysis and the Company’s estimate of market rates of interest for similar loan agreements.

	One Earth Energy Subsidiary Level Debt

	During the third quarter of fiscal year 2009, pursuant to the terms of the loan agreement, One Earth converted their construction loan into a term loan. Beginning with the first quarterly payment on October 8, 2009, payments are due in 19 quarterly payments of principal plus accrued interest with the principal portion calculated based on a 120 month amortization schedule. One final installment will be required on the maturity date (July 31, 2014) for the remaining unpaid principal balance with accrued interest. The term loan bears interest at rates ranging from LIBOR plus 300 basis points to LIBOR plus 310 basis points (3.2% to 3.4% at January 31, 2012). Borrowings are secured by all property of One Earth. This debt is recourse only to One Earth and not to REX American Resources Corporation or any of its other subsidiaries. As of January 31, 2012, approximately $69.1 million was outstanding on the term loan. One Earth is also subject to certain financial covenants under the loan agreement, including required levels of EBITDA, working capital, debt service coverage ratio requirements and net worth requirements. One Earth was in compliance with these covenants at January 31, 2012.

One Earth has a $10.0 million revolving loan facility that matures May 31, 2012. Borrowings under this facility bear interest at LIBOR plus 280 basis points. One Earth has no outstanding borrowings on the revolving loan as of January 31, 2012.

One Earth also has access to a secondary revolving loan with First National Bank of Omaha, established as part of the original $100,000,000 term loan and made accessible as a revolving loan as term loan payments were made. The amount available is reduced by $250,000 on a quarterly basis as well as by 20% of excess cash flow calculated at year end pursuant to the covenant calculations of the loan agreement. At January 31, 2012 and 2011, One Earth had $2,671,000 and $5,384,000, respectively, on the secondary revolving loan available. One Earth did not have any outstanding borrowings on the secondary revolving loan at January 31, 2012 or 2011.

One Earth has paid approximately $1.4 million in financing costs. These costs are recorded as deferred financing costs and are being amortized ratably over the term of the loan. At January 31, 2012, the Company’s proportionate share of restricted assets related to One Earth was approximately $14.5 million. Such assets may not be paid in the form of dividends or advances to the parent company or other members of One Earth per the terms of the loan agreement with First National Bank of Omaha.

One Earth entered into two forward interest rate swaps in the notional amounts of $50.0 million and $25.0 million with the First National Bank of Omaha. The swap settlements commenced as of July 31, 2009; the $50.0 million swap terminates on July 8, 2014 and the $25.0 million swap terminated on July 31, 2011. The $50.0 million swap fixed a portion of the variable interest rate of the term loan subsequent to the plant completion date at 7.9% while the $25.0 million swap fixed the rate at 5.49%. At January 31, 2012 and 2011, One Earth recorded a liability of approximately $4.2 million and $5.5 million, respectively, related to the fair value of the swaps. The change in fair value is recorded in the Consolidated Statements of Operations.

NuGen Energy Subsidiary Level Debt

In November 2011, NuGen entered into a $65,000,000 financing agreement consisting of a term loan agreement for $55,000,000 and a $10,000,000 revolving loan with First National Bank of Omaha. The term loan bears interest at a variable interest rate of LIBOR plus 325 basis points, subject to a 4% floor. Beginning with the first quarterly payment on February 1, 2012, payments are due in 20 quarterly payments of principal plus accrued interest with the principal portion calculated based on a 120 month amortization schedule. One final installment will be required on the maturity date (October 31, 2016) for the remaining unpaid principal balance with accrued interest. This debt is recourse only to NuGen and not to REX American Resources Corporation or any of its other subsidiaries.

Borrowings are secured by all property of NuGen. As of January 31, 2012, approximately $53.6 million was outstanding on the term loan. NuGen is also subject to certain financial covenants under the loan agreement, including required levels of EBITDA and working capital and debt service coverage ratio requirements. NuGen was in compliance with these covenants, as applicable, at January 31, 2012. NuGen paid approximately $0.6 million in costs related to obtaining its financing arrangement. These costs are recorded as prepaid loan fees and are being amortized over the loan term. At January 31, 2012, the Company’s proportionate share of restricted assets related to NuGen was approximately $3.6 million. Such assets may not be paid in the form of dividends or advances to the parent company or other members of NuGen per the terms of the loan agreement with First National Bank of Omaha.


	NuGen has no outstanding borrowings on the $10,000,000 revolving loan as of January 31, 2012.

	On a consolidated basis, approximately 24.7% of the Company’s net assets (including equity method investees) are restricted as of January 31, 2012. Including only consolidated subsidiaries, approximately 7.1% of the Company’s net assets are restricted as of January 31, 2012.