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Debt (Text Block)
9 Months Ended
Sep. 30, 2011
Debt Disclosure [Abstract] 
Debt [Text Block]
Debt

The components of our borrowings are as follows:

 
September 30, 2011
 
December 31, 2010
 
(in thousands)
2011 credit facility
 
 
 
USD denominated term loan
$
296,252

 
$

Multicurrency revolving line of credit
200,000

 

2007 credit facility
 
 
 
USD denominated term loan

 
218,642

EUR denominated term loan

 
174,031

Convertible senior subordinated notes

 
218,268

Total debt
496,252

 
610,941

Current portion of long-term debt
(15,000
)
 
(228,721
)
Long-term debt
$
481,252

 
$
382,220



Credit Facilities
On August 5, 2011, we entered into an $800 million senior secured credit facility (the 2011 credit facility), which replaced the senior secured credit facility we entered into in 2007 (the 2007 credit facility). The 2011 credit facility consists of a $300 million U.S. dollar term loan (the term loan) and a multicurrency revolving line of credit (the revolver) with a principal amount of up to $500 million. Both the term loan and the revolver mature on August 8, 2016, and amounts borrowed under the revolver are classified as long-term but may be repaid and reborrowed prior to the revolver's maturity. The 2011 credit facility permits us and certain of our foreign subsidiaries to borrow in U.S. dollars, euros, British pounds, or, with lender approval, other currencies readily convertible into U.S. dollars. All obligations under the 2011 credit facility are guaranteed by Itron, Inc. and any material U.S. domestic subsidiaries and secured by a pledge of substantially all of the assets of Itron, Inc. and any material U.S. domestic subsidiaries, including a pledge of 100% of the capital stock of material U.S. domestic subsidiaries and up to 66% of the voting stock (100% of the non-voting stock) of their first-tier foreign subsidiaries. In addition, the obligations of any foreign subsidiary who is a foreign borrower, as defined by the 2011 credit facility, are guaranteed by the foreign subsidiary and by its direct and indirect foreign parents. The 2011 credit facility includes covenants, which contain certain financial ratios and place certain restrictions on the incurrence of debt and investments. We were in compliance with the debt covenants under the 2011 credit facility at September 30, 2011.

Scheduled principal repayments for the term loan are due quarterly in the amounts of $3.8 million from September 2011 through June 2013, $5.6 million from September 2013 through June 2014, $7.5 million from September 2014 through June 2016, and the remainder due at maturity on August 8, 2016.

The 2011 credit facility permits us to borrow at various periodic rates for the term loan and the revolver based upon the London Interbank Offered Rate (LIBOR), plus a specified margin, and for the revolver we may, in lieu of LIBOR, select the U.S. prime rate, plus a specified margin. The additional margins are specified by our total leverage ratio (as defined in the credit agreement).  At September 30, 2011, the interest rate for the term loan and $190 million of the revolver was 1.73% (LIBOR plus a margin of 1.50%), and the interest rate for the remaining balance of the revolver ($10 million) was 3.75% (U.S. prime rate plus a margin of 0.50%).

Total credit facility repayments were as follows:
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
2011
 
2010
 
2011
 
2010
 
(in thousands)
2011 credit facility term loan
$
3,750

 
$

 
$
3,750

 
$

2007 credit facility term loans
351,320

 
32,643

 
406,950

 
106,524

2007 credit facility revolving line of credit(1)
170,000

 

 
170,000

 

Total credit facility repayments
$
525,070

 
$
32,643

 
$
580,700

 
$
106,524

(1) See repayment of the convertible senior subordinated notes below.

At September 30, 2011, $200 million was outstanding under the 2011 credit facility revolver, and $35.9 million was utilized by outstanding standby letters of credit, resulting in $264.1 million available for additional borrowings.

Upon repayment of the 2007 credit facility, unamortized prepaid debt fees of $2.4 million were written-off to interest expense. Prepaid debt fees of approximately $6.2 million were capitalized associated with the 2011 credit facility. Unamortized prepaid debt fees were as follows:
 
September 30, 2011
 
December 31, 2010
 
(in thousands)
Unamortized prepaid debt fees
$
5,963

 
$
4,483



Convertible Senior Subordinated Notes
On August 1, 2011, in accordance with the terms of the convertible senior subordinated notes (convertible notes), at the option of the holders, we repurchased $184.8 million of the convertible notes at their principal amount plus accrued and unpaid interest. On September 30, 2011, we redeemed, at our option, the remaining $38.8 million of the convertible notes, plus accrued and unpaid interest. The convertible notes were repurchased and redeemed using $180 million of borrowings under our credit facilities and $44 million of cash on hand.

Our convertible notes were separated between the liability and equity components using our estimated non-convertible debt borrowing rate at the time our convertible notes were issued, which was determined to be 7.38%. This rate also reflected the effective interest rate on the liability component for all periods during which the convertible notes were outstanding. The equity component is retained as a permanent component of our shareholders' equity, and no gain or loss was recognized upon derecognition of the convertible notes as the fair value of the consideration transferred to the holders equaled the fair value of the liability component.

The discount on the liability component was fully amortized at June 30, 2011. The carrying amounts of the debt and equity components were as follows:

 
September 30, 2011
 
December 31, 2010
 
(in thousands)
Face value of convertible notes
$

 
$
223,604

Unamortized discount

 
(5,336
)
Net carrying amount of debt component
$

 
$
218,268

 
 
 
 
Carrying amount of equity component
$
31,831

 
$
31,831



The interest expense relating to both the contractual interest coupon and amortization of the discount on the liability component is as follows:
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
2011
 
2010
 
2011
 
2010
 
(in thousands)
Contractual interest coupon
$
625

 
$
1,398

 
$
3,420

 
$
4,193

Amortization of the discount on the liability component

 
2,547

 
5,336

 
7,505

Total interest expense on convertible notes
$
625

 
$
3,945

 
$
8,756

 
$
11,698