Long-Term Debt

12 Months Ended

Dec. 31, 2011

4. Long-Term Debt.

Long-term debt at December 31, 2011 and 2010 consisted of the following (in thousands):

	December 31,	December 31,
	2011	2010
Senior Secured Debt:
$75 million revolving credit facility, due December 2015	$ 43,000	$ 18,000
$50 million term loan facility, due December 2015	43,750	48,750
Total	$ 86,750	$ 66,750

On December 3, 2010, the Company replaced its $145 million term loan facility (the Old Term Loan Facility) with a new senior secured credit agreement (the New Term Loan Facilities), which consists of a $50.0 million, five-year term loan facility, a $75.0 million, five-year revolving loan facility and a $10.0 million sublimit for letters of credit, as well as the ability to increase the loan facilities for up to an additional $50.0 million, subject to receipt of lender commitments and satisfaction of specified conditions. In connection with the extinguishment of the Old Term Loan Facility, the Company expensed and included in interest expense in 2010 the unamortized capitalized loan costs of $2.8 million of that facility.

Borrowings under the new credit agreement bear interest through maturity at a variable rate based upon, at the Company's option, either the Eurodollar rate or the base rate (which is the highest of the administrative agent's prime rate, one-half of 1.0 percent in excess of the overnight federal funds rate, and 1.0 percent in excess of the one-month Eurodollar rate), plus in each case, an applicable margin. The applicable margin for Eurodollar rate loans ranges, based on the applicable leverage ratio, from 2.0 percent to 3.25 percent per annum and the applicable margin for base rate loans ranges, based on the applicable leverage ratio, from 1.0 percent to 2.25 percent per annum. The Company is required to pay a commitment fee equal to 0.5 percent per annum on the undrawn portion available under the revolving loan facility if its leverage ratio is less than 3.0:1.0 and a commitment fee equal to 0.625 percent per annum if its leverage ratio is equal to or greater than 3.0:1.0. Additionally, the Company is required to pay variable per annum fees equal to the applicable margin for Eurodollar rate loans in respect of outstanding letters of credit.

The Company made principal reducing payments to the New Term Loan Facilities of $20.5 million and $1.3 million for the years ended December 31, 2011 and 2010, respectively. The Company made principal reducing payments related to the Old Term Loan Facility of $77.9 million for the year ended December 31, 2010. During the five years after the closing date, the Company is required to make quarterly amortization payments on the term loan facility in the amount of $1.3 million. The Company is required to make mandatory prepayments of loans under the new credit agreement, subject to specified exceptions, from excess cash flow, and with the proceeds of asset sales, debt issuances and specified other events.

The Company's obligations under the New Term Loan Facilities are guaranteed by substantially all of its direct and indirect domestic subsidiaries, which are secured by a lien on substantially all of the Company's tangible and intangible property, and by a pledge of all of the shares of stock, partnership interests and limited liability company interests of its direct and indirect domestic subsidiaries.

In addition to other covenants, the New Term Loan Facilities place limits on the Company's and its subsidiaries' ability to incur liens, incur additional indebtedness, make loans and investments, engage in mergers and acquisitions, engage in asset sales, declare dividends or redeem or repurchase capital stock, alter the business conducted by the Company and its subsidiaries, transact with affiliates, make capital expenditures, prepay, redeem or purchase subordinated debt and amend or otherwise alter debt agreements.

The New Term Loan Facilities contain financial covenants requiring the Company to (i) maintain a maximum ratio of consolidated funded debt to consolidated EBITDA of 3.0 to 1.0, with a one-time election, upon notice to the administrative agent, to temporarily increase the maximum ratio to 3.25 to 1.0; (ii) maintain a minimum consolidated fixed charge coverage ratio of consolidated EBITDA to consolidated interest charges of 1.25 to 1.0 as of the end of any fiscal quarter of the Company ending on or before March 31, 2011 and 1.5 to 1.0 as of the end of any fiscal quarter ending on or after June 30, 2011; and (iii) to limit its operating lease payments to not more than $10.0 million in 2010 and 2011, $10.5 million in 2012, $11.0 million in 2013, $11.5 million in 2014 and $12.0 million in any fiscal year thereafter. A failure to comply with these covenants could permit the lenders under the new credit agreement to declare all amounts borrowed under the new credit agreement, together with accrued interest and fees, to be immediately due and payable. As of December 31, 2011 and 2010 the Company was in compliance with all of its financial covenants, including minimum quarterly principal payment requirements.