Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
(d) Our board of directors appointed Mr. Richard H. Glanton to serve as a
director, effective as of the completion of our initial public offering, which
occurred on October 14, 2009. Mr. Glanton serves as a member of the compensation
committee and the nominating and corporate governance committee of the board.
There is no arrangement or understanding between Mr. Glanton and any other
persons pursuant to which he was selected as a member of our board of directors.
In addition, there is no relationship between us and Mr. Glanton that would
require disclosure pursuant to Item 404(a) of Regulation S-K.
Item 8.01. Other Events
On July 22, 2009, we entered into our senior credit facility with Bank of
America, N.A., JPMorgan Chase Bank, N.A., TD Bank, N.A. and Capital One, N.A.,
which provided for a $25.0 million term loan and a $55.0 million revolving
credit line. The $25.0 million term loan was fully drawn at closing and as of
October 14, 2009, $41.5 million was outstanding under the revolving credit line.
We are entitled to prepay the term loan and revolving credit line at our option
without payment of a premium or penalty on such prepayments.
On October 14, 2009, we used $66.6 million of the net proceeds from the
initial public offering of our common stock to prepay in full amounts
outstanding under the term loan, the revolving credit line and accrued interest
thereon, or $25.0 million, $41.5 million and $0.1 million, respectively.
Pursuant to the credit agreement, the term loan cannot be re-borrowed. Following
this prepayment, the revolving credit line had $55.0 million of availability.