Credit Facilities

Variable-Rate Credit Facilities

The Company has three committed credit facilities under which the Company and its subsidiaries may borrow up to $290.0 million, subject to the terms and conditions for these facilities. 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 are as follows:

A three-year syndicated committed loan facility established on September 20, 2013 under which $140 million is available to the Company for general working capital requirements. 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 bear interest at the Eurodollar Rate, as defined, plus 3.00% or Base Rate, as defined, plus 2.00%, and averaged 3.72% as of September 30, 2013. 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, 2013. The agreement also includes a non-financial covenant that requires the Company to provide audited financial statements for the fiscal year ended September 30, 2013 within ninety days after the end of the fiscal year. The Company was unable to deliver the audited financial statements within the required time period. The Company requested and was granted a waiver from the lenders, dated December 23, 2013, extending the time period the Company has to provide the audited financial statements through January 31, 2014. The Company paid debt issuance costs of $1.5 million in connection with the issuance of this credit facility, which are being amortized over the thirty-six month term of the facility.

An unsecured syndicated committed line of credit, established on June 21, 2010 and renewed by amendment on April 11, 2013, under which $75 million is available to the Company’s subsidiary, FCStone, LLC 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 2.00%, which was 5.25% as of September 30, 2013. 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, 2013. The facility is guaranteed by the Company.

A syndicated committed borrowing facility established on August 10, 2012, and amended on July 30, 2013, under which $75.0 million is available to the Company’s subsidiary, FCStone Merchant Services, LLC (“FCStone Merchants”) for financing traditional commodity financing arrangements and commodity repurchase agreements. The facility is secured by the assets of FCStone Merchants, and guaranteed by the Company. 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 averaged 3.75% as of September 30, 2013. The agreement contains financial covenants related to tangible net worth, as defined. FCStone Merchants was in compliance with this covenant as of September 30, 2013. FCStone Merchants paid minimal debt issuance costs in connection with this credit facility.

Senior Unsecured Notes

On July 22, 2013, the Company completed the offering of $45.5 million aggregate principal amount of the Company’s 8.5% Senior Notes due 2020 (the “Notes”). The net proceeds of the sale of the Notes are being used for general corporate purposes. The Notes were issued under an Indenture dated as of July 22, 2013, between the Company and The Bank of New York Mellon, as Trustee (the “Trustee”). The Notes bear interest at a rate of 8.5% per year (payable quarterly on January 30, April 30, July 30 and October 30 of each year, beginning on October 30, 2013). The Notes will mature on July 30, 2020. The Company may redeem the Notes, in whole or in part, at any time on and after July 30, 2016, at a redemption price equal to 100% of the principal amount redeemed plus accrued and unpaid interest to, but not including, the redemption date. The Company incurred debt issuance costs of $1.7 million in connection with the issuance of the Notes, which are being amortized over the term of the Notes.

The following table sets forth a listing of credit facilities, the committed amounts as of September 30, 2013 on the facilities, and outstanding borrowings on the facilities as well as indebtedness on senior notes as of September 30, 2013 and 2012:



(in millions)
Credit Facilities						Amounts Outstanding
	Borrower	Security	Renewal / Expiration Date	Total Commitment		September 30, 2013		September 30, 2012
	INTL FCStone Inc.	Certain pledged shares	September 20, 2016	$	140.0	$	55.0	$	48.0
	FCStone, LLC	None	April 10, 2014	75.0		—		20.0
	FCStone Merchants	Certain commodities assets	May 1, 2014	75.0		6.0		43.2
	INTL Commodities	Certain commodities assets	Expired July 31, 2013	—		—		107.0
				$	290.0	61.0		218.2
Senior Unsecured Notes
	8.50% senior notes, due July 30, 2020					45.5		—
Total indebtedness						$	106.5	$	218.2

As noted above, $150 million of the Company’s committed credit facilities are scheduled to expire during the next twelve months. The Company intends to renew or replace these facilities as they expire, and based on the Company’s liquidity position and capital structure, the Company believes it will be able to do so.

Subsequent to September 30, 2013, the Company’s subsidiary, INTL FCStone Ltd. established a credit facility under which $25.0 million is available to provide short term funding of margin to commodity exchanges as necessary, and for general corporate purposes of INTL FCStone, Ltd (see Note 23).