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FINANCING ARRANGEMENTS:
6 Months Ended
Dec. 31, 2011
FINANCING ARRANGEMENTS:  
FINANCING ARRANGEMENTS:

9.                                      FINANCING ARRANGEMENTS:

 

The Company’s long-term debt as of December 31, 2011 and June 30, 2011 consisted of the following:

 

 

 

 

 

Interest rate percentage

 

Amounts outstanding

 

 

 

Maturity Dates

 

December 31,
2011

 

June 30,
2011

 

December 31,
2011

 

June 30,
2011

 

 

 

(fiscal year)

 

 

 

 

 

(Dollars in thousands)

 

Senior term notes

 

2013 - 2018

 

6.69 - 8.50%

 

6.69 - 8.50%

 

$

115,714

 

$

133,571

 

Convertible senior notes

 

2015

 

5.00

 

5.00

 

158,639

 

156,248

 

Revolving credit facility

 

2016

 

 

 

 

 

Equipment and leasehold notes payable

 

2015 - 2016

 

4.90 - 8.78

 

8.80 - 9.14

 

17,803

 

22,273

 

Other notes payable

 

2012 - 2013

 

5.75 - 8.00

 

5.75 - 8.00

 

725

 

1,319

 

 

 

 

 

 

 

 

 

292,881

 

313,411

 

Less current portion

 

 

 

 

 

 

 

(28,999

)

(32,252

)

Long-term portion

 

 

 

 

 

 

 

$

263,882

 

$

281,159

 

 

The debt agreements contain covenants, including limitations on incurrence of debt, granting of liens, investments, merger or consolidation, and transactions with affiliates. In addition, the Company must adhere to specified fixed charge coverage and leverage ratios, as well as minimum net worth levels. The Company was in compliance with all covenants and other requirements of our financing arrangements as of December 31, 2011.

 

The table below contains details related to the Company’s financing arrangements during the six months ended December 31, 2011 and 2010:

 

 

 

For the Six Months Ended
December 31,

 

Total Debt

 

2011

 

2010

 

 

 

(Dollars in Thousands)

 

Balance at June 30,

 

$

313,411

 

$

440,029

 

Repayment of long-term debt and capital lease obligations

 

(9,669

)

(3,334

)

Amortized debt discount

 

1,183

 

1,086

 

Other

 

(910

)

1,888

 

Balance at September 30,

 

$

304,015

 

$

439,669

 

Repayment of long-term debt and capital lease obligations

 

(12,321

)

(39,258

)

Amortized debt discount

 

1,208

 

1,110

 

Other

 

(21

)

2,624

 

Balance at December 31,

 

$

292,881

 

$

404,145

 

 

Private Shelf Agreement

 

At December 31, 2011 and June 30, 2011, the Company had $115.7 and $133.6 million, respectively, in unsecured, fixed rate, senior term notes outstanding under a Private Shelf Agreement, of which $22.1 million were classified as part of the current portion of the Company’s long-term debt at December 31, 2011 and June 30, 2011. The notes require quarterly payments, and final maturity dates range from June 2013 through December 2017.

 

Convertible Senior Notes

 

In July 2009, the Company issued $172.5 million aggregate principal amount of 5.0 percent convertible senior notes due July 2014. The notes are unsecured, senior obligations of the Company and interest will be payable semi-annually in arrears on January 15 and July 15 of each year at a rate of 5.0 percent per year. Upon the July 2009 issuance the notes were convertible subject to certain conditions further described below at an initial conversion rate of 64.6726 shares of the Company’s common stock per $1,000 principal amount of notes (representing an initial conversion price of approximately $15.46 per share of the Company’s common stock). As of December 31, 2011, the conversion rate was 64.9954 shares of the Company’s common stock per $1,000 principal amount of notes (representing a conversion price of approximately $15.39 per share of the Company’s common stock).

 

Holders may convert their notes at their option prior to April 15, 2014 if the Company’s stock price meets certain price triggers or upon the occurrence of specified corporate events as defined in the convertible senior note agreement. On or after April 15, 2014, holders may convert each of their notes at their option at any time prior to the maturity date for the notes.

 

The Company has the choice of net-cash settlement, settlement in its own shares or a combination thereof and concluded the conversion option is indexed to its own stock. As a result, the Company allocated $24.7 million of the $172.5 million principal amount of the convertible senior notes to equity, which resulted in a $24.7 million debt discount. The allocation was based on measuring the fair value of the convertible senior notes using a discounted cash flow analysis. The discount rate was based on an estimated credit rating for the Company. The estimated fair value of the convertible senior notes was $147.8 million, and the resulting $24.7 million debt discount will be amortized over the period the convertible senior notes are expected to be outstanding, which is five years, as additional non-cash interest expense. The combined debt discount amortization and the contractual interest coupon resulted in an effective interest rate on the convertible debt of 8.9 percent.

 

The following table provides equity and debt information for the convertible senior notes:

 

 

 

As of December 31,

 

Convertible Senior Notes Due 2014

 

2011

 

2010

 

 

 

(Dollars in thousands)

 

Principal amount on the convertible senior notes

 

$

172,500

 

$

172,500

 

Unamortized debt discount

 

(13,861

)

(18,544

)

Net carrying amount of convertible debt

 

$

158,639

 

$

153,956

 

 

The following table provides interest rate and interest expense amounts related to the convertible senior notes:

 

 

 

For the Six Months Ended
December 31,

 

Convertible Senior Notes Due 2014

 

2011

 

2010

 

 

 

(Dollars in thousands)

 

Interest cost related to contractual interest coupon — 5.0%

 

$

4,313

 

$

4,313

 

Interest cost related to amortization of the discount

 

2,391

 

2,196

 

Total interest cost

 

$

6,704

 

$

6,509

 

 

Revolving Credit Facility

 

As of December 31, 2011 and June 30, 2011, the Company had no outstanding borrowings under its revolving credit facility. Additionally, the Company had outstanding standby letters of credit under the facility of $26.0 million at December 31, 2011 and June 30, 2011, primarily related to its self-insurance program. Unused available credit under the facility at December 31, 2011 and June 30, 2011 was $374.0 million. The facility expires in June 2016.

 

Equipment and Leasehold Notes Payable

 

The equipment and leasehold notes payable are primarily comprised of capital lease obligations. In September 2011 the Company entered into an agreement to refinance existing capital leases to a three year term with a contract rate of 4.9 percent.  Capital leases of $20.5 million will be amortized at the historical rate of 9.2 percent.  There was no gain or loss recorded on the refinance. The Company entered into the refinancing to reduce cash interest payments.

 

Other Notes Payable

 

The Company had $0.7 and $1.3 million in unsecured outstanding notes at December 31, 2011 and June 30, 2011, respectively, related to debt assumed in acquisitions.