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Long-Term Debt

3 Months Ended

Mar. 31, 2013

(4)

Long-Term Debt

Long-term debt is comprised of the following:


	December 31,			March 31,
	2012			2013
First lien facility:
Term loan		86,750,000			85,750,000
Revolving credit facility		5,000,000			5,000,000
Second lien facility:
Term loan		25,000,000			25,000,000

		116,750,000			115,750,000
Less current installments		(3,500,000	)		(4,625,000	)

	$	113,250,000		$	111,125,000

As of March 31, 2013, the first lien facility consisted of a term loan with a remaining balance of $85.7 million and a revolving credit facility with a maximum commitment of $20.0 million. As of March 31, 2013, the Company had $15.0 million in remaining commitments available under its revolving credit facility. The revolving credit facility includes a $5.0 million sub-limit for letters of credit. The first lien facility carried interest, based on the adjusted LIBOR rate, at 5.18% and 5.15% as of December 31, 2012 and March 31, 2013, respectively, and matures on August 9, 2017.

The first lien credit agreement requires mandatory prepayments equal to 50% of consolidated excess cash flow, as defined in the first lien credit agreement, when the Company’s consolidated total debt is equal to or greater than three times its consolidated operating cash flow, as defined in the first lien credit agreement. The mandatory prepayments decrease to 25% of excess cash flow when the Company’s consolidated total debt is less than three times its consolidated operating cash flow. Mandatory prepayments of consolidated excess cash flow are due 120 days after year end. The credit agreement also requires mandatory prepayments for defined amounts from net proceeds of asset sales, net insurance proceeds, and net proceeds of debt issuances.

The first lien facility requires the Company to comply with certain financial covenants which are defined in the first lien credit agreement. These financial covenants include:

•

Consolidated Total Debt Ratio. The Company’s consolidated total debt on the last day of each fiscal quarter through March 31, 2013 must not have exceeded 5.25 times its consolidated operating cash flow for the four quarters then ended. The maximum ratio is 5.0 times for the period from April 1, 2013 through December 31, 2013. The maximum ratio is 4.5 times for 2014, 4.0 times for 2015, 3.5 times for 2016, and 3.0 times for 2017.

•

Interest Coverage Ratio. The Company’s consolidated operating cash flow for the four quarters ending on the last day of each fiscal quarter through maturity must not be less than 2.0 times its consolidated cash interest expense for the four quarters then ended.

As of March 31, 2013, the second lien facility consisted of a term loan of $25.0 million. The second lien facility carried interest, based on the adjusted LIBOR rate, at 11.25% as of December 31, 2012 and March 31, 2013.

On April 3, 2013, the second lien facility was prepaid in full (see note 10).

Failure to comply with financial covenants, scheduled interest payments, scheduled principal repayments, or any other terms of its credit agreements could result in the acceleration of the maturity of its outstanding debt. The Company believes that it will have sufficient liquidity and capital resources to permit it to meet its financial obligations for at least the next twelve months. As of March 31, 2013, the Company was in compliance with all applicable financial covenants under its credit agreements.