NOTE 7 - LONG-TERM BORROWINGS

Long-term borrowings consist of the following:

	November 3, 2013		October 28, 2012

3.25% convertible senior notes due in April 2016	$	115,000	$	115,000

2.77% capital lease obligation payable through July 2018		25,065		-

5.50% convertible senior notes due in October 2014		22,054		22,054

Term loan, which bears interest at a variable rate, as defined (2.69% at November 3, 2013), repaid in December 2013		21,250		23,750

3.09% capital lease obligation payable through March 2016		10,652		15,175

4.75% financing loan with customer		-		758

		194,021		176,737
Less current portion		11,818		7,781
	$	182,203	$	168,956

As of November 3, 2013, long-term borrowings, excluding capital lease obligations, mature as follows: $2,500, $24,554, $117,500 and $13,750 in fiscal years 2014, 2015, 2016 and 2017 respectively.

As of November 3, 2013, minimum lease payments under the Company's capital lease obligation were as follows:

Fiscal Years:

2014	$	10,218
2015		10,218
2016		7,076
2017		6,108
2018		4,228
		37,848
Less interest		2,131
Net minimum lease payments under capital leases		35,717
Less current portion of net minimum lease payments		9,318
Long-term portion of minimum lease payments		26,399

In August 2013 a $26.4 million principal amount, five year capital lease commenced to fund the purchase of a high-end lithography tool. Payments under the capital lease, which bears interest at 2.77% are $0.5 million per month through July 2018. Under the terms of the lease agreement, the Company must maintain the equipment in good working order, and is subject to a cross default with cross acceleration provision related to certain nonfinancial covenants incorporated in its credit facility. As of November 3, 2013, the total amount payable through the end of the lease term was $26.8 million, of which $25.1 million represented principal and $1.7 million represented interest.

In March 2012 the Company, in connection with its purchase of the U.S. nanoFab facility (see Note 4 for further discussion), amended its credit facility (“the credit facility”) to include the addition of a $25 million term loan that was to mature in March 2017. In December 2013, simultaneous with the new credit facility, the Company repaid the $21.3 million balance of this term loan that was outstanding at November 3, 2013.

In December 2013 the Company amended its credit facility, which increased its limit to $50 million with an expansion capacity to $75 million, and extended its term to December 2018. The amended credit facility, which replaces the credit facility in effect at November 3, 2013, bears interest based on the Company’s total leverage ratio, at LIBOR plus a spread, as defined in the credit facility. The amended credit facility decreased the interest rate spread on borrowings, replaced the minimum fixed charge ratio covenant with a minimum interest coverage ratio and increased investment baskets, as defined, and continues to include a total leverage ratio and minimum unrestricted cash balance covenant. As of December 2013, the Company had no outstanding borrowings under the amended credit facility and $50 million was available for borrowing. The amended credit facility is secured by substantially all of the Company’s assets located in the United States, as well as common stock the Company owns in certain of its foreign subsidiaries.

In March 2011 the Company amended its credit facility which, as then amended, included, among other things: i) a reduction of the aggregate commitments of the lenders from $65 million to $30 million; ii) a reduction of the applicable interest rates and modifications of the leverage ratios related thereto; iii) an extension of the maturity date to April 30, 2015; iv) an increase in the permitted amount of certain financed capital assets up to $75 million outstanding at any one time; v) an allowance to issue the 3.25% convertible senior notes (discussed below); vi) an increase in the investments “basket” from $15 million to $25 million per year; vii) an allowance to repurchase the 5.5% convertible senior notes and other indebtedness; and viii) removal of the limitation on maximum last twelve months capital expenditures. The credit facility bore interest (2.69% at November 3, 2013), based on the Company’s total leverage ratio, at LIBOR plus a spread, as defined in the credit facility

In March 2011 the Company issued through a private offering pursuant to Rule 144A under the Securities Act of 1933, as amended, $115 million aggregate principal amount of 3.25% convertible senior notes. The notes mature on April 1, 2016, and note holders may convert each $1,000 principal amount of notes to approximately 96 shares of common stock (equivalent to an initial conversion price of $10.37 per share of common stock) at any time prior to the close of business on the second scheduled trading day immediately preceding April 1, 2016. The conversion rate is subject to adjustment upon the occurrence of certain events, which are described in the indenture dated March 28, 2011. The Company is not required to redeem the notes prior to their maturity date. Interest on the notes accrues in arrears, and is paid semiannually through the notes’ maturity date. The net proceeds of the notes were approximately $110.7 million, which were used, in part, to acquire $35.4 million of the Company’s 5.5% convertible senior notes which were to mature on October 1, 2014, and to repay, in full, its then outstanding obligations under capital leases of $19.8 million.

In June 2011 the Company acquired $5.0 million of its 5.5% convertible senior notes in exchange for 0.7 million shares of its common stock with a fair value of $6.5 million and cash of $3.2 million (the note holders received approximately 148 shares and cash of $647 for each $1,000 note). The Company, in connection with this repurchase, recorded an extinguishment loss of $5.0 million, which included the write off of deferred financing fees of $0.3 million. The loss is included in other income (expense) in the Company's consolidated statements of income. In March 2011 the Company acquired $30.4 million of its 5.5% convertible senior notes in exchange for 4.5 million shares of its common stock with a fair value of $39.2 million and cash of $19.7 million (the note holders received approximately148 shares and cash of $647 for each $1,000 note). The Company, in connection with this repurchase, recorded an extinguishment loss of $30.1 million, which included the write off of deferred financing fees of $1.7 million. The loss is included in other income (expense) in the Company's consolidated statement of income.

In September 2009 the Company issued, through a public offering, $57.5 million aggregate principal amount of 5.5% convertible senior notes, which were to mature on October 1, 2014. Under the terms of the offering, the note holders could convert each $1,000 principal amount of notes to approximately 197 shares of common stock (equivalent to an initial conversion price of $5.08 per share of common stock) on, or before, September 30, 2014. The conversion rate is subject to adjustment upon the occurrence of certain events which are described in the indenture dated September 16, 2009. The Company is not required to redeem the notes prior to their maturity. The net proceeds of this offering were approximately $54.9 million, which were used to reduce amounts outstanding under the Company’s credit facility. As discussed above, $35.4 million aggregate principal amount of these notes were acquired by the Company during fiscal 2011. In addition, in December 2013 the Company entered into a new five year $50 million credit facility. The Company intends to repay the remaining outstanding 5.5% convertible senior notes issued in September 2009 with borrowings against this new credit facility and, therefore, has classified as long-term the entire $22.1 million of those notes that were outstanding as of November 3, 2013.

In April 2011 the Company entered into a five year, $21.2 million capital lease for manufacturing equipment. Payments under the lease, which bears interest at 3.09%, are $0.4 million per month through March 2016. The lease agreement provides that the Company must maintain the equipment in good working order, and includes a cross default with cross acceleration provision related to certain non-financial covenants incorporated in the Company's credit facility agreement. As of November 3, 2013, the total amount payable through the end of the lease term was $11.1 million, of which $10.7 million represented principal and $0.4 million represented interest.

In January 2010 the Company borrowed $3.7 million from a customer to purchase manufacturing equipment. This loan, which bore interest at 4.75%, was fully repaid during fiscal 2013 with product supplied to the customer. Product valued at $0.8 million and $1.0 million was shipped to the customer and applied against the loan during fiscal 2013 and 2012, respectively.

Interest payments were $6.3 million, $6.3 million and $9.7 million in fiscal 2013, 2012 and 2011, respectively, including deferred financing cost payments of $0.2 million and $4.3 million in fiscal 2012 and 2011, respectively.