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Long-Term Obligations
6 Months Ended
Jun. 30, 2011
Long-Term Obligations  
Long-Term Obligations

Note 8. Long-Term Obligations

Long-term obligations at June 30, 2011 and December 31, 2010 consist of:

 

     June 30,
2011
    December 31,
2010
 
     (In thousands)  

Series A convertible debentures to mature in 2037, bearing fixed interest of 2.75%, with a put/call option in 2012

   $ 275,000      $ 275,000   

Unamortized discount

     (14,253     (19,273

Series B convertible debentures to mature in 2037, bearing fixed interest of 2.75%, with a put/call option in 2014

     275,000        275,000   

Unamortized discount

     (36,229     (40,953

Other long-term obligations

     2,336        4,497   

Unsecured acquisition obligations and contingent consideration, net of imputed interest, payable in various installments through 2014

     30,940        619   
                

Total long-term obligations

     532,794        494,890   

Less: current installments

     21,230        619   
                

Long-term obligations, excluding current installments

   $ 511,564      $ 494,271   
                

 

The Company's revolving credit agreement with several lenders and Bank of America N.A., as agent, dated December 1, 2006, permits the Company to borrow amounts up to $390.0 million under a five-year revolving credit facility. The revolving credit facility contains a $60.0 million letter of credit sub-facility, which reduces the principal amount available under the facility by the amount of outstanding letters of credit on the sub-facility. As of June 30, 2011 and December 31, 2010, no borrowings were outstanding under the credit facility and $33.8 million and $31.6 million in standby letters of credit were issued as of those dates, respectively. The revolving credit agreement has a maturity date of December 1, 2011. The Company pays an annual administration agency fee along with a quarterly facility fee. The facility fee is based on the Company's consolidated leverage ratio and ranges between 0.10% and 0.175% annually. The leverage ratio is calculated each quarter to determine the applicable interest rate on revolving loans, the letter of credit fee and the facility fee for the following quarter. The revolving credit agreement contains several financial and other negative and affirmative covenants customary in such agreements and is secured by a pledge of the stock of the wholly-owned subsidiaries of Lincare Holdings Inc. The financial covenants in the Company's credit agreement include interest coverage and leverage ratios, as defined in the agreement. The Company's credit agreement requires compliance with all covenants set forth in the agreement and the Company was in compliance with all covenants as of June 30, 2011 and December 31, 2010. The credit agreement defines the occurrence of certain specified events as events of default which, if not waived by or cured to the satisfaction of the requisite lenders, allow the lenders to take actions against the Company, including termination of commitments under the agreement, acceleration of any unpaid principal and accrued interest in respect of outstanding borrowings, payment of additional cash collateral to be held in escrow for the benefit of the lenders and enforcement of any and all rights and interests created and existing under the credit agreement. Under certain conditions, an event of default may result in an increase in the interest rate (the "Default Rate") payable by the Company on loans outstanding under the credit facility. The Default Rate is equal to the interest rate (including any applicable percentage as set forth in the agreement) otherwise applicable to such loans plus 2% per annum. In the case of a bankruptcy event (as defined in the credit agreement), all commitments automatically terminate and all amounts outstanding under the credit facility become immediately due and payable.

On October 31, 2007, the Company completed the sale of $275.0 million principal amount of convertible senior debentures due 2037 – Series A (the "Series A Debentures") and $275.0 million principal amount of convertible senior debentures due 2037 – Series B (the "Series B Debentures" and together with the Series A Debentures, the "Series Debentures") in a private placement. The Series Debentures pay interest semi-annually at a rate of 2.75% per annum. The Series Debentures are unsecured and unsubordinated obligations and will be convertible under specified circumstances based upon a base conversion rate, which, under certain circumstances, will be increased pursuant to a formula that is subject to a maximum conversion rate. Upon conversion, holders of the Series Debentures will receive cash up to the principal amount, and any excess conversion value will be delivered in shares of the Company's common stock or in a combination of cash and shares of common stock, at the Company's option. The base conversion rate for the Debentures as of June 30, 2011 is 30.1118 shares of common stock per $1,000 principal amount of Series Debentures, equivalent to a base conversion price of approximately $33.21 per share. In addition, if at the time of conversion the applicable price of the Company's common stock exceeds the base conversion price, holders of the Series A Debentures and Series B Debentures will receive an additional number of shares of common stock per $1,000 principal amount of the Debentures, as determined pursuant to a specified formula. The Company will have the right to redeem the Series A Debentures and the Series B Debentures at any time after November 1, 2012 and November 1, 2014, respectively. Holders of the Series Debentures will have the right to require the Company to repurchase for cash all or some of their Series Debentures upon the occurrence of certain fundamental change transactions or on November 1, 2012, 2017, 2022, 2027 and 2032 in the case of the Series A Debentures and November 1, 2014, 2017, 2022, 2027 and 2032 in the case of the Series B Debentures.

The Company has estimated the fair value of the liability components of the Series Debentures by calculating the present value of the cash flows of similar liabilities without associated equity components. In performing those calculations, the Company estimated that instruments similar to the Series A and B Debentures without a conversion feature as of the date of issuance would have had 7.0% and 7.4% rates of return (respectively) and expected lives of five and seven years (respectively). These estimated rates of return were based on the Company's nonconvertible debt borrowing rate at the time of issuance and the expected lives were based on the holder's put option features embedded in the notes. The initial proceeds from the instruments exceeded the estimated fair value of the liability components, and as a result, the Company reclassified $47.4 million and $67.2 million, respectively, of the carrying value of the Series A and B convertible debentures to equity as of the October 31, 2007 issuance date. These amounts represent the equity components of the proceeds from the debentures. The Company also recognized debt discounts equal to the equity components which will be accreted to interest expense over the respective five and seven year terms of the first put/call option dates specified in the indentures underlying the debentures. The accreted interest plus the cash interest payments based on the stated coupon rates results in interest cost being recognized in the income statement that reflect the interest rates on similar instruments without a conversion feature.

 

The debt and equity components recognized for the Series A and Series B convertible debentures were as follows (in thousands):

 

     June 30, 2011     December 31, 2010  
     Series A     Series B     Series A     Series B  

Principal amount of convertible debentures

   $ 275,000      $ 275,000      $ 275,000      $ 275,000   

Unamortized discount

     (14,253     (36,229     (19,273     (40,953

Net carrying amount

     260,747        238,771        255,727        234,047   

Additional paid-in capital

     29,065        41,238        29,065        41,238   

At June 30, 2011, the remaining period over which the discount on the liability components will be amortized is 16 months and 40 months for the Series A and Series B convertible debentures, respectively.

The amount of interest expense recognized for the three months ended June 30, 2011 and 2010 was as follows (in thousands):

 

     June 30, 2011      June 30, 2010  
     Series A      Series B      Series A      Series B  

Contractual coupon interest

   $ 1,890       $ 1,890       $ 1,891       $ 1,891   

Amortization of discount on convertible debentures

     2,532         2,383         2,365         2,218   
                                   

Interest expense

   $ 4,422       $ 4,273       $ 4,256       $ 4,109   
                                   

The amount of interest expense recognized for the six months ended June 30, 2011 and 2010 was as follows (in thousands):

 

     June 30, 2011      June 30, 2010  
     Series A      Series B      Series A      Series B  

Contractual coupon interest

   $ 3,781       $ 3,781       $ 3,781       $ 3,781   

Amortization of discount on convertible debentures

     5,020         4,724         4,690         4,396   
                                   

Interest expense

   $ 8,801       $ 8,505       $ 8,471       $ 8,177