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Notes Payable and Related Credit Agreement (Notes)
12 Months Ended
Dec. 31, 2012
Debt Disclosure [Abstract]  
Notes Payable and Credit Agreements
Notes Payable and Credit Agreements
On April 5, 2012, the Company entered into a Credit Agreement (the “New Credit Agreement”) with several lenders to provide for two new credit facilities (the “Credit Facilities”), including (A) a $50,000 secured revolving credit facility (the “Revolver”) that includes a $20,000 sublimit for the issuance of letters of credit and a $15,000 sublimit for swingline loans and (B) a $200,000 face value secured term loan credit facility (the “Term Loan”), net of unamortized original issue discount of $2,000. In addition, the New Credit Agreement provides that the Company may from time to time obtain an increase in the Revolver or the Term Loan in an aggregate principal amount not to exceed $75,000 (with a $37,500 sublimit for the Revolver) subject to, among other conditions, the arrangement of additional commitments with financial institutions reasonably acceptable to the Company and the administrative agent.

The Revolver carries an unused fee of 0.5% per annum. There are no mandatory reductions in the Revolver. Borrowings under the Revolver bear interest at floating rates based upon either a LIBOR or a base rate option selected by the Company, plus a spread of 3.75% to 4.25% and 2.75% to 3.25%, respectively, in each case, as specifically determined quarterly based upon the Company's then-existing consolidated leverage ratio (as defined in the New Credit Agreement). The Term Loan is subject to amortization of principal of 1.00% per year of the original Term Loan amount, payable in equal quarterly installments. Borrowings under the Term Loan bear interest at floating rates based upon either a LIBOR (with a floor of 1.25%) or a base rate option selected by the Company, plus a spread of 4.50% to 4.75% and 3.50% to 3.75%, respectively, in each case, as specifically determined quarterly based upon the Company's then-existing consolidated leverage ratio. At December 31, 2012, the Company had $158,178, net of discount, outstanding under the Term Loan at a 5.75% interest rate.
The proceeds from the initial drawdown under the Credit Facilities were used to repay in full all outstanding indebtedness under two prior credit agreements to which the Company was a party and to pay related transaction costs. The Revolver is available for working capital, capital expenditures, permitted acquisitions and general corporate purposes of the Company. The maturity dates of the Revolver and the Term Loan are April 5, 2017 and April 5, 2018, respectively. At December 31, 2012, there was $36,420 of available credit under the Revolver.
During the year ended December 31, 2012, the Company made quarterly principal amortization payments and voluntary prepayments on the new Term Loan totaling $40,380. The voluntary prepayments the Company has made have satisfied all scheduled quarterly principal amortization payments due under the Credit Facilities through the term of the New Credit Agreement.
  
Credit Agreement balances as of December 31, 2012 and 2011 consisted of the following:
 
 
As of December 31,
 
2012
 
2011
$50,000 Revolver Facility expiring April 5, 2017 with variable interest rates
$

 
$

$50,000 Revolver Facility expiring August 31, 2014 with variable interest rates, which was terminated on April 5, 2012

 
3,000

$200,000 Term Loan due April 5, 2018 with variable interest rates. The weighted average interest rates were 5.97% at December 31, 2012
159,620

 

$185,000 First Lien Term Loan due June 23, 2015 with variable interest rates, which was terminated on April 5, 2012. The weighted average interest rate was 7.25% at December 31, 2011

 
166,500

$40,000 Second Lien Term Loan due September 1, 2016 with variable interest rates, which was terminated on April 5, 2012. The weighted average interest rate was 11.75% at December 31, 2011

 
40,000

Total credit agreement debt
159,620

 
209,500

Less unamortized discount on the term loan facilities, respectively
(1,442
)
 
(4,177
)
Less current portion of notes payable, including Revolver

 
(31,125
)
Long-term portion of notes payable
$
158,178

 
$
174,198


 
Annual principal maturities of outstanding debts, excluding the Revolver, are as follows:
 
2013
$

 
2014

  
2015

  
2016

  
2017

  
2018
159,620

 
 
$
159,620

  

 
The Company’s outstanding debt instruments at December 31, 2012 and 2011 were secured by substantially all of the assets of the Company and the common stock or equity interests of its domestic subsidiaries.
 
Financing Costs
 
In connection with obtaining the Credit Facilities, the Company incurred $3,938 in deferred financing fees in 2012, which were capitalized and are amortized to interest expense over the term of the New Credit Agreement. In addition, the Company's loss on debt extinguishment, before tax, included the write-off to interest expense of $8,615 of unamortized deferred financing fees and original issue discount and a $1,200 prepayment penalty associated with the repayment of the prior credit facilities.

 Letters of Credit
 
At December 31, 2012, the Company maintained outstanding standby letters of credit totaling $31,879 as collateral in relation to its professional liability insurance agreements, workers compensation insurance agreements, and a corporate headquarters office lease agreement. Of the $31,879 outstanding letters of credit, the Company has cash collateralized $18,299 and the remaining amount has been collateralized by the Revolver. Outstanding standby letters of credit at December 31, 2011 totaled $28,395.