Long-term Debt

Long-term debt was comprised of the following at February 28, 2014 and May 31, 2014:



	February 28, 2014			May 31, 2014
2012 Credit Agreement debt :
Revolver	$	—		$	6,000
Term Loan	54,000			52,000
Total 2012 Credit Agreement debt	54,000			58,000
98.7FM nonrecourse debt	74,942			73,857
Current maturities	(12,541		)	(12,649		)
Unamortized original issue discount	(1,475		)	(1,378		)
Total long-term debt	$	114,926		$	117,830

2012 Credit Agreement Debt and Related Amendments

On December 28, 2012, Emmis Operating Company (“EOC”), a wholly owned subsidiary of Emmis, entered into a credit facility (the “2012 Credit Agreement”) to provide for total borrowings of up to $100 million, including (i) an $80 million term loan and (ii) a $20 million revolver, of which $5 million may be used for letters of credit. On June 10, 2014, Emmis entered into a new Credit Agreement (the "2014 Credit Agreement"). In connection with the execution of the 2014 Credit Agreement, the 2012 Credit Agreement was terminated effective June 10, 2014, and all amounts outstanding under that agreement were paid in full. See Note 11 for more discussion of the 2014 Credit Agreement.

On August 9, 2013, Emmis entered into the First Amendment to Credit Agreement, Security Agreement and Subsidiary Guarantee (“First Amendment”) which allowed for the formation of NextRadio LLC, a wholly-owned subsidiary of Emmis, as an excluded subsidiary under the Credit Agreement and facilitated the transactions contemplated by the agreement with Sprint/United Management Company dated August 9, 2013. No financial covenants were impacted by the First Amendment and total costs were less than $0.1 million.

On May 6, 2014, Emmis entered into the Second Amendment to Credit Agreement and Limited Consent (“Second Amendment”) which permitted Emmis to acquire majority control of Digonex Technologies, Inc. ("Digonex") for total consideration not to exceed $6.0 million. In addition, the Second Amendment permits the exclusion of certain transaction-related costs associated with the acquisition of WBLS-FM and WLIB-AM in an aggregate amount not in excess of $1.25 million. No financial covenants were impacted by the Second Amendment and total costs were less than $0.1 million. See Note 11 for more discussion of the acquisition of Digonex and the acquisition of WBLS-FM and WLIB-AM.

98.7FM Nonrecourse Debt

On May 30, 2012, the Company, through wholly-owned, newly-created subsidiaries, issued $82.2 million of nonrecourse notes. Teachers Insurance and Annuity Association of America, through a participation agreement with Wells Fargo Bank Northwest, National Association, is entitled to receive payments made on the notes. The notes are obligations only of the newly-created subsidiaries, are non-recourse to the rest of the Company’s subsidiaries and are secured by the assets of the newly-created subsidiaries, including the payments made to the newly-created subsidiary related to the 98.7FM LMA, which are guaranteed by Disney Enterprises, Inc. The notes bear interest at 4.1%.