Note 16: Indebtedness

Long-term indebtedness was comprised of the following:

Type of issue	Interest rate percentage at March 31, 2012		Fiscal year of maturity		March 31, 2012		March 31, 2011

Various foreign denominated borrowings	Various			2013-2015	$	2,319	$	-

Denominated in U.S. dollars:
Fixed rate -
2020 Notes		6.83		2021		125,000		125,000
Variable rate -
Revolving credit facility		2.24		2015		9,000		6,500
						136,319		131,500
Capital lease obligations				2013-2029		6,666		7,344
						142,985		138,844
Less current portion						1,093		262
Total long-term debt					$	141,892	$	138,582

On March 15, 2012, the Company entered into the First Amendment to Amended and Restated Credit Agreement and Waiver with six financial institutions led by JPMorgan Chase Bank, N.A. The agreement amended the existing four-year $145,000 revolving credit facility. Modine entered into this agreement for purposes of obtaining more favorable pricing and more flexible covenants, modifying certain other provisions of the then existing credit agreement, and to obtain waivers for certain defaults relating to unfunded liabilities associated with the Company's benefit plans. Under the terms of the amended agreement, interest is based on a variable interest rate of London Interbank Offered Rate (LIBOR) plus 150 to 250 basis points depending upon the Company's Consolidated Total Debt to Consolidated Adjusted Earnings before Interest, Taxes, Depreciation and Amortization ratio (leverage ratio) for the then four preceding fiscal quarters. As of March 31, 2012, the Company's variable interest rate was LIBOR plus 200 basis points, or 2.24 percent. The Company incurred $363 of fees to its creditors in conjunction with the First Amendment to Amended and Restated Credit Agreement and Waiver, which will be amortized as a component of interest expense over the four-year term of the facility. At March 31, 2012, $9,000 was outstanding under the revolving credit facility.

On March 15, 2012, the Company also entered into the First Amendment to Note Purchase and Private Shelf Agreement and Wavier (Note Purchase Agreement) with Prudential Investment Management, Inc., The Prudential Insurance Company of America and Prudential Retirement Insurance and Annuity Company. Modine entered into this agreement for purposes of obtaining more flexible covenants, modifying certain other provisions of the original note purchase agreement to conform with the credit agreement, and obtaining waivers for certain defaults relating to unfunded liabilities associated with the Company's benefit plans.

During fiscal 2011, the Company entered into the $125,000 Senior Notes, the proceeds of which were used to repay the then existing Senior Notes. The Company recognized a loss of $17,866 on early extinguishment of debt as a component of interest expense, which included the prepayment of $16,570 and $1,296 of unamortized debt issuance costs.

Provisions in the Company's Amended and Restated Credit Agreement and Note Purchase Agreement include restrictive covenants. The Company is subject to an adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) to interest expense (interest expense coverage ratio) covenant and a leverage ratio covenant. Adjusted EBITDA is defined as earnings from continuing operations before interest expense and provision for income taxes, adjusted to exclude unusual, non-recurring or extraordinary non-cash charges and up to $40,000 of cash restructuring and repositioning charges, not to exceed $20,000 in any fiscal year, and further adjusted to add back depreciation and amortization. The Company is required to maintain the interest expense coverage ratio and leverage ratio covenants based on the following ratios:

	Interest Expense Coverage Ratio Covenant (Not Permitted to Be Less Than):	Leverage Ratio Covenant (Not Permitted to Be Greater Than):
Fiscal quarter ending on or before August 12, 2014	3.00 to 1.0	3.25 to 1.0
All fiscal quarters ending thereafter	3.00 to 1.0	3.00 to 1.0

After giving consideration to the amendments and waivers the Company received during the fiscal year, the Company was in compliance with its covenants as of March 31, 2012.

The Company has various other long-term fixed rate and variable rate notes at foreign locations as of March 31, 2012 with interest rates ranging from 1.11 percent to 5.20 percent and maturities from fiscal 2013 to fiscal 2015.

Long-term debt matures as follows:

Years ending March 31

2013	$	1,093
2014		297
2015		10,781
2016		297
2017		8,297
2018 & beyond		122,220

Modine also maintains credit agreements with foreign banks with outstanding balances of short term borrowings at March 31, 2012 and March 31, 2011 of $21,296 and $8,825, respectively. The foreign unused lines of credit in Europe, Brazil and China at March 31, 2012 were approximately $37,257. Domestic unused lines of credit at March 31, 2012, were $136,000. In aggregate, the Company had total available lines of credit of $173,257 at March 31, 2012.

The fair value of the long-term debt is estimated by discounting the future cash flows at rates available to the Company for similar debt instruments of comparable maturities. At March 31, 2012 and March 31, 2011, the carrying value of Modine's long-term debt approximated fair value, with the exception of the Senior Notes, which had a fair value of approximately $139,234 and $121,463, respectively. The fair value of the Senior Notes is categorized within Level 2 of the hierarchy. Refer to Note 19 for the definition of a Level 2 fair value measurement.

Interest expense charged to earnings was as follows:

Years ending March 31	2012			2011			2010

Gross interest cost	$	12,565		$	34,065		$	24,162
Capitalized interest on major construction projects		(82	)		(342	)		(1,274	)
Interest expense	$	12,483		$	33,723		$	22,888