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The ABCs of systemic healthcare reform - Cerner Corporation

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(5) Indebtedness<br />

<strong>The</strong> following is a summary <strong>of</strong> indebtedness outstanding:<br />

In November 2005, the Company completed a £65,000,000 ($94,556,000 at January 3, 2009) private placement <strong>of</strong> debt at<br />

5.54% pursuant to a Note Agreement. <strong>The</strong> Note Agreement is payable in seven equal annual installments beginning in<br />

November 2009. <strong>The</strong> proceeds were used to repay the outstanding amount under the Company’s credit facility and for general<br />

corporate purposes. <strong>The</strong> Note Agreement contains certain net worth and fixed charge coverage covenants and provides certain<br />

restrictions on the Company’s ability to borrow, incur liens, sell assets and pay dividends. <strong>The</strong> Company was in compliance with<br />

all covenants at January 3, 2009.<br />

In December 2002, the Company completed a $60,000,000 private placement <strong>of</strong> debt pursuant to a Note Agreement. <strong>The</strong><br />

Series A Senior Notes, with a $21,000,000 principal amount at 5.57% were paid in full in 2008. <strong>The</strong> Series B Senior notes, with<br />

a $39,000,000 principal amount at 6.42%, are payable in four equal annual installments beginning December 2009. <strong>The</strong><br />

proceeds were used to repay the outstanding amount under the Company’s credit facility and for general corporate purposes.<br />

<strong>The</strong> Note Agreement contains certain net worth and fixed charge coverage covenants and provides certain restrictions on the<br />

Company’s ability to borrow, incur liens, sell assets and pay dividends. <strong>The</strong> Company was in compliance with all covenants at<br />

January 3, 2009.<br />

In May 2002, the Company expanded its credit facility by entering into an unsecured credit agreement with a group <strong>of</strong> banks led<br />

by US Bank. This agreement was amended and restated on November 30, 2006 and provides for a current revolving line <strong>of</strong><br />

credit for working capital purposes. <strong>The</strong> current revolving line <strong>of</strong> credit is unsecured and requires monthly payments <strong>of</strong> interest<br />

only. Interest is payable at the Company’s option at a rate based on prime (3.25% at January 3, 2009) or LIBOR (1.41% at<br />

January 3, 2009) plus 1.55%. <strong>The</strong> interest rate may be reduced by up to 1.15% if certain net worth ratios are maintained. <strong>The</strong><br />

agreement contains certain net worth, current ratio, and fixed charge coverage covenants and provides certain restrictions on<br />

the Company’s ability to borrow, incur liens, sell assets, and pay dividends. A commitment fee <strong>of</strong> .2% is payable quarterly based<br />

on the usage <strong>of</strong> the revolving line <strong>of</strong> credit. <strong>The</strong> revolving line <strong>of</strong> credit matures on May 31, 2010. As <strong>of</strong> January 3, 2009, the<br />

Company had no outstanding borrowings under this agreement and had $90,000,000 available for working capital purposes.<br />

<strong>The</strong> Company was in compliance with all covenants at January 3, 2009.<br />

In April 1999, the Company completed a $100,000,000 private placement <strong>of</strong> debt pursuant to a Note Agreement. <strong>The</strong> Series A<br />

Senior Notes, with a $60,000,000 principal amount at 7.14% were paid in full in 2006. <strong>The</strong> Series B Senior Notes, with a<br />

$40,000,000 principal amount at 7.66%, are payable in six equal annual installments which commenced in April 2004. <strong>The</strong><br />

proceeds were used to retire the Company’s existing $30,000,000 <strong>of</strong> debt, and the remaining funds were used for capital<br />

improvements and to strengthen the Company’s cash position. <strong>The</strong> Note Agreement contains certain net worth, current ratio,<br />

and fixed charge coverage covenants and provides certain restrictions on the Company’s ability to borrow, incur liens, sell<br />

assets and pay dividends. <strong>The</strong> Company was in compliance with all covenants at January 3, 2009.<br />

In March 2004, the Company issued a $7,500,000 promissory note to Cedars-Sinai Medical Center <strong>of</strong> which $2,500,000 was<br />

repaid in October 2004. <strong>The</strong> balance <strong>of</strong> the note was paid on April 30, 2007.<br />

<strong>The</strong> Company also has capital lease obligations amounting to $191,000, payable over the next two years.<br />

72

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