Long-Term Obligations

12 Months Ended

Dec. 31, 2011

Long-Term Obligations [Abstract]

Long-Term Obligations

7. LONG-TERM OBLIGATIONS

Long-term debt consisted of the following for the periods indicated (amounts in millions):

	As of December 31,
	2011		2010
Senior Notes:
$35.0 million Series A Notes: semi-annual interest only payments; interest rate at 6.07% per annum; due March 25, 2013	$	35.0	$	35.0
$30.0 million Series B Notes: semi-annual interest only payments; interest rate at 6.28% per annum; due March 25, 2014		30.0		30.0
$35.0 million Series C Notes: semi-annual interest only payments; interest rate at 6.49% per annum; due March 25, 2015		35.0		35.0
$150.0 million Term Loan; $7.5 million principal payments plus accrued interest payable quarterly; interest rate at ABR Rate plus applicable percentage or Eurodollar Rate plus the applicable percentage (1.05% at December 31, 2011); due March 26, 2013		37.5		67.5
Promissory notes		7.9		14.4
		145.4		181.9
Current portion of long-term obligations		(33.9)		(37.2)
Total	$	111.5	$	144.7

Maturities of debt as of December 31, 2011 are as follows (amounts in millions):

	Long-term obligations
2012	$	33.9
2013		45.2
2014		31.3
2015		35.0
2016		—
	$	145.4

Revolving Credit Facility

On May 26, 2011, we entered into a First Amendment to our $250.0 Million Revolving Credit Facility (the "First Amendment"). Under the terms of the First Amendment, (i) the financial covenant baskets relating to permitted "Investments in Joint Ventures" and "other Investments" were increased to give the Company greater flexibility, (ii) there was a non-substantive, clarifying amendment to the definition of "Permitted Acquisition" and (iii) certain other agreements, obligations and representations and warranties of the parties thereto were amended, modified and/or supplemented. In connection with the execution of the First Amendment, each existing guarantor under the Credit Agreement consented to terms of the First Amendment.

Our weighted average interest rate for our five year Term Loan was 1.0% and 1.1% for 2011 and 2010, respectively.

The Credit Agreement and the Note Purchase Agreement require us to meet two financial covenants which are calculated on a rolling four quarter basis. One is a total leverage ratio of debt to adjusted earnings before interest, taxes, depreciation and amortization ("Adjusted EBITDA") which cannot exceed 2.5 and the second is a fixed charge coverage ratio of adjusted EBITDA plus rent expense to certain fixed charges (i.e. interest expense, required principal payment, capital expenditures, etc) which is required to be greater than 1.25. The Credit Agreement also contains customary covenants, including, but not limited to, restrictions on (a) incurrence of liens; (b) incurrence of additional debt; (c) sales of assets or other fundamental corporate changes; (d) investments; (e) declarations of dividends; and (f) capital expenditures. These covenants contain customary exclusions and baskets. As of December 31, 2011, our total leverage ratio (used to compute the margin and commitment fees, described above) was 1.0 and our fixed charge coverage ratio was 1.7.

As of December 31, 2011, our availability under our $250.0 Revolving Credit Facility was $231.3 million as we had $18.7 million outstanding in letters of credit.

Promissory Notes

Our promissory notes outstanding of $7.9 million As of December 31, 2011, were generally issued for two-year periods in amounts between $0.3 million and $8.7 million and bear interest in a range of 2.32% to 7.25%. These promissory notes are primarily issued in conjunction with our acquisitions for a portion of the purchase price and also include promissory notes issued for software licenses, unrelated to acquisitions.