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Senior Credit Facility
3 Months Ended
Mar. 31, 2012
Senior Credit Facility [Abstract]  
Senior Credit Facility

Note 12 - Senior Credit Facility:

 

($ amounts in thousands)

 

    March 31,     December 31,  
    2012     2011  
Term Loan Facility   $ 341,250     $ 345,625  
Revolving Credit Facility     -       -  
      341,250       345,625  
Less current portion     (26,250 )     (21,875 )
Long-term debt   $ 315,000     $ 323,750  

 

In connection with our acquisition of Anchen, a privately-held specialty pharmaceutical company, we entered into a new credit agreement (the "Credit Agreement") with a syndicate of banks, led by JPMorgan Chase Bank, N.A., as Administrative Agent, U.S. Bank National Association and PNC Bank, National Association as Co-Syndication Agents, DnB NOR Bank ASA and SunTrust Bank as Co-Documentation Agents, J.P. Morgan Securities LLC as Sole Bookrunner, and J.P. Morgan Securities LLC, U.S. Bank National Association and PNC Bank Capital Markets LLC as Joint Lead Arrangers, to provide senior credit facilities to be comprised of a five-year Term Loan Facility in an initial aggregate principal amount of $350,000 thousand and a five-year Revolving Credit Facility in an initial amount of $100,000 thousand. We used the proceeds of the Term Loan Facility, together with cash on hand, to finance our acquisition of Anchen, and the proceeds of the Revolving Credit Facility are available for general corporate purposes. Refer to Note 2 "Anchen Acquisition" for further details related to our acquisition of Anchen.

 

The Credit Agreement contains customary representations and warranties, as well as customary events of default, in certain cases subject to reasonable and customary periods to cure, including but not limited to: failure to make payments when due, breach of covenants, breach of representations and warranties, insolvency proceedings, certain judgments and attachments and any change of control. The Credit Agreement also contains various customary covenants that, in certain instances, restrict our ability to: (i) incur additional indebtedness; (ii) create liens on assets; (iii) engage in acquisitions of other companies, products or product lines or mergers or consolidations; (iv) engage in dispositions of assets; (v) make investments, loans, guarantees or advances in or to other companies; (vi) pay dividends and distributions or repurchase capital stock; (vii) enter into sale and leaseback transactions; (viii) engage in transactions with affiliates; and (ix) change the nature of our business. In addition, the Credit Agreement requires us to maintain the following financial covenants: (a) a maximum leverage ratio, and (b) a minimum fixed charge coverage ratio. While initially unsecured, we could be obligated to secure our obligations under the Credit Agreement should our leverage ratio exceed a predetermined threshold for two consecutive quarters. We were in compliance with all financial covenants as of March 31, 2012. All obligations under the Credit Agreement are guaranteed by our material domestic subsidiaries, including Par Pharmaceutical, Inc., Anchen Incorporated, and Anchen Pharmaceuticals, Inc.

 

 

The interest rates payable under the Credit Agreement is based on defined published rates plus an applicable margin. During the three months ended March 31, 2012, the effective interest rate on the five-year Term Loan Facility was approximately 2.8%. We are obligated to pay a commitment fee based on the unused portion of the Revolving Credit Facility. The Credit Agreement includes an accordion feature pursuant to which we are able to increase the amount available to be borrowed by up to an additional $150,000 thousand under certain circumstances. Repayments of the proceeds of the Term Loan Facility are due in quarterly installments over the term of the Credit Agreement. Amounts borrowed under the Revolving Credit Facility would be payable in full upon expiration of the Agreement. The Credit Agreement expires in five years. Based on the variable interest rate associated with the Term Loan Facility, its carrying value approximated its fair value at March 31, 2012.

 

Debt Maturities as of March 31, 2012     ($ amounts in thousands)  
  2012     $ 17,500  
  2013       39,375  
  2014       56,875  
  2015       96,250  
  2016       131,250  
  Total debt at March 31, 2012     $ 341,250