Credit Facilities

As of September 30, 2011, the Company had four committed credit facilities under which the Company may borrow up to $375.0 million, subject to certain conditions. Additionally, the Company had an uncommitted forward contract for commodities agreement under which the Company may borrow up to $50.0 million to fund forward contract commodity transactions. The amounts outstanding under these credit facilities are short term borrowings and carry variable rates of interest, thus approximating fair value.

The Company’s credit facilities as of September 30, 2011 consisted of the following:

A one-year revolving syndicated committed loan facility established on September 22, 2010 and renewed by amendment on September 21, 2011, under which the Company’s subsidiary, INTL Commodities, Inc. ("INTL Commodities") is entitled to borrow up to $140 million, subject to certain conditions. The loan proceeds are used to finance the activities of INTL Commodities and are secured by its assets. Unused portions of the loan facility require a commitment fee of 0.75% on the unused commitment. The borrowings outstanding under the facility bear interest at the Eurodollar Rate, as defined and 0.375% as of September 30, 2011, plus 2.875% for the applicable term, at INTL Commodities’ election. The agreement contains financial covenants related to INTL Commodities’ working capital, equity and leverage ratio, as defined. The Company was in compliance with these covenants as of September 30, 2011. The Company paid debt issuance costs of $1.1 million in connection with the renewal of this credit facility, which are being amortized over the twelve month term of the facility. The facility is guaranteed by the Company.

A three-year syndicated committed loan facility established on October 29, 2010 and amended on September 30, 2011 to increase the amount under which the Company is entitled to borrow up to $85 million, subject to certain conditions. The loan proceeds are used to finance working capital needs of the Company and certain subsidiaries. The line of credit is secured by a pledge of shares held in certain of the Company’s subsidiaries. Unused portions of the loan facility require a commitment fee of 0.625% on the unused commitment. Borrowings under the facility may bear interest at the Eurodollar Rate, as defined, plus 3.00% or Base Rate, as defined, plus 2.00%. The agreement contains financial covenants related to consolidated tangible net worth, consolidated domestic tangible net worth, consolidated interest coverage ratio and consolidated net unencumbered liquid assets, as defined. The Company was in compliance with these financial covenants as of September 30, 2011. The agreement also includes a negative covenant prohibiting consolidated capital expenditures to exceed $3.5 million annually. The Company's consolidated capital expenditures during fiscal 2011 exceeded $3.5 million, and the Company requested and was granted a waiver from the lenders, dated September 27, 2011, waiving the limitation on consolidated capital expenditures for the fiscal year ended September 30, 2011. The Company intends to discuss amendment of the consolidated capital expenditures covenant with the lender in fiscal 2012. The Company paid debt issuance costs of $1.2 million in connection with the issuance of this credit facility, which are being amortized over the thirty-six month term of the facility. This committed loan facility replaced two previous lines of credit with a commercial bank under which the Company was entitled to borrow up to $60 million.

An unsecured syndicated committed line of credit, established on June 21, 2010 and renewed by amendment on June 20, 2011, under which FCStone, LLC may borrow up to $75 million. This line of credit is intended to provide short term funding of margin to commodity exchanges as necessary. This line of credit is subject to annual review, and the continued availability of this line of credit is subject to FCStone, LLC’s financial condition and operating results continuing to be satisfactory as set forth in the agreement. Unused portions of the margin line require a commitment fee of 0.50% on the unused commitment. Borrowings under the margin line are on a demand basis and bear interest at the Base Rate, as defined, plus 2.0%, which was5.25% as of September 30, 2011. The agreement contains financial covenants related to FCStone, LLC’s tangible net worth, leverage ratio, and net capital, as defined. FCStone, LLC was in compliance with these covenants as of September 30, 2011. FCStone, LLC paid fees and other debt issuance costs of $0.1 million in connection with the renewal of this credit facility, which are being amortized over the twelve month term of the facility. The facility is guaranteed by the Company.

A one-year syndicated committed borrowing facility established on December 2, 2010, and renewed by amendment on October 11, 2011, under which the Company’s subsidiary, FCStone Financial, Inc. ("FCStone Financial") is entitled to borrow up to $75 million, subject to certain conditions. The loan proceeds are used to finance traditional commodity financing arrangements or the purchase of eligible commodities from sellers who have agreed to sell and later repurchase such commodities from FCStone Financial, and are secured by its assets. Unused portions of the borrowing facility require a commitment fee of 0.50% on the unused commitment. The borrowings outstanding under the facility bear interest at a rate per annum equal to the Base Rate plus Applicable Margin, as defined, which was 2.73% as of September 30, 2011. The agreement contains financial covenants related to tangible net worth, as defined. FCStone Financial was in compliance with this covenant as of September 30, 2011. FCStone Financial paid debt issuance costs of less than $0.1 million in connection with this credit facility, which are being amortized over the twelve month term of the facility. The facility is guaranteed by the Company.

An uncommitted forward contract for commodities agreement established on June 23, 2011, under which the Company’s subsidiary, FCStone Merchant Services, LLC ("FCStone Merchant Services") is entitled to borrow up to $50 million to fund forward contracts on specified commodities. The forward contract commodity transactions include a simultaneous agreement from the lender to purchase specified commodities from FCStone Merchant Services and to sell the same specified commodities to FCStone Merchant Services, on a forward sale basis. The price at which FCStone Merchant Services will be obligated to repurchase the specified commodities from lender is calculated as the purchase price plus accrued interest on the purchase price at the cost of funds rate determined by the lender, which was 2.13% as of September 30, 2011. The facility is guaranteed by the Company.

Credit facilities and outstanding borrowings, including subordinated debt, as of September 30, 2011 and 2010 were as follows:



(in millions)				Amounts Outstanding
Security	Renewal / Expiration Date	Total Commitment		September 30, 2011		September 30, 2010
Certain pledged shares	October 1, 2013	$	85.0	$	—	$	—
Certain foreign exchange assets	Terminated October 2010	—		—		12.5
Certain pledged shares	Terminated October 2010	—		—		11.9
Certain commodities assets	September 20, 2012	140.0		60.0		90.5
None	June 18, 2012	75.0		—		—
Certain commodities assets	October 9, 2012	75.0		15.5		—
Certain forward commodity contracts	n/a	—		1.9		—
None	Terminated December 2010	—		—		0.5
		$	375.0	$	77.4	$	115.4

During fiscal 2012, $215 million of the Company’s committed credit facilities are scheduled to expire. While there is no guarantee that the Company will be able to renew or replace current agreements when they expire, based on a strong liquidity position and capital structure the Company believes it will be able to do so.