Home » Financials » 2005 Annual Report

Notes to Consolidated Financial Statements

Notes Ten: DEBT

Short-term borrowings consist of loans payable under bank credit lines. There were no short-term borrowings outstanding at November 30, 2005 and at November 30, 2004. At November 30, 2005, the equivalent of $14,515,000 was available under short-term credit lines.

Domestically, as of November 30, 2005, the Company maintained a $100,000,000 revolving credit facility with six banks (the "Revolver").At November 30, 2005, $18,013,000 of the Revolver was utilized for standby letters of credit; therefore, $81,987,000 was available. Under the Revolver, the Company may, at its option, borrow at floating interest rates based on specified margins over money market rates, at any time until September 2010, when all borrowings under the Revolver must be repaid.

Foreign subsidiaries also maintain unsecured revolving credit facilities and short-term facilities with banks. Foreign subsidiaries may borrow in various currencies, at interest rates based upon specified margins over money market rates. The equivalent of $3,000,000 may be borrowed at any time through July 2006 under one facility. Other short-term lines permit borrowings up to $19,000,000.At November 30, 2005, $1,251,000 was borrowed under these facilities.

Borrowings under certain bank facilities by the Company and its foreign subsidiaries are supported by the Revolver and, accordingly, have been classified as long-term debt and are considered payable when the Revolver is due.

Long-term debt consisted of the following as of November 30:

(In thousands)

2005

2004

Fixed-rate notes payable:
       7.92%, payable in annual principal
      installments of $8,333
$8,333 $16,667
      5.36%, payable in annual principal
      installments of $10,000
40,000 50,000
      4.25%, payable in Singapore Dollars, in
      annual principal installments of $6,031
30,158 -
     

Variable-rate industrial development bonds,

   
    payable in 2016 (3.25% at November 30, 2005) 7,200 7,200
payable in 2021 (3.25% at November 30, 2005) 8,500 8,500
Variable-rate bank    
   revolving credit facilities - domestic - 10,400
Variable-rate bank loan,    
   revolving credit facilities - foreign    
   ((8.96% at November 30, 2005) 1,251 915
 
  95,442 93,682
Less current portion (18,333) (18,333)
 
  $77,109 $75,349

Future maturities of long-term debt were as follows as of November 30, 2005:

(In thousands) Years ending
November 30,
Amount

  2006 18,333
  2007 10,000
  2008 16,031
  2009 16,031
  2010 7,282
  Thereafter 27,765
 
  $ 95,442

The lending agreements contain various restrictive covenants, including the requirement to maintain specified amounts of net worth and restrictions on cash dividends, borrowings, liens, investments and guarantees. Under the most restrictive provisions of the Company's lending agreements, approximately $13,355,000 of retained earnings was not restricted, as of November 30, 2005, as to the declaration of cash dividends or the repurchase of Company stock.At November 30, 2005, the Company was in compliance with all covenants.

The Revolver, the 5.36% term notes, the 7.92% term notes and the 4.25% term notes are collateralized by substantially all of the Company's assets. The industrial revenue bonds are supported by standby letters of credit that are issued under the Revolver. Certain note agreements contain provisions regarding the Company's ability to grant security interests or liens in association with other debt instruments. If the Company grants such a security interest or lien, then such notes will be secured equally and ratably as long as such other debt shall be secured.

Interest income and expense were as follows for the year ended November 30:

(In thousands) 2005 2004 2003

Interest expense $5,838 $5,645 $ 6,793
Interest income (619) (332) (148)
 
Interest expense, net $ 5,219 $ 5,313 $ 6,645

The following disclosure of the estimated fair value of the Company's debt is made in accordance with the requirements of SFAS 107,"Disclosures about Fair Value of Financial Instruments." The estimated fair value amounts have been determined by the Company using available market information and appropriate valuation methodologies. Considerable judgment is required to develop the estimated fair value, thus the estimates provided herein are not necessarily indicative of the amounts that could be realized in a current market exchange.

(In thousands) Carrying Amount Fair Value

November 30, 2005    
Fixed-rate, long - term debt
$78,491
$ 78,983
Variable-rate, long - term debt
16,951
16,951
 
November 30, 2004
Fixed-rate, long - term debt
$ 66,667
$ 69,616
Variable-rate, long - term debt
27,015
27,015

The estimated fair value of the Company's variable-rate debt approximates the carrying value of the debt since the variable interest rates are market-based, and the Company believes such debt could be refinanced on materially similar terms. The estimated fair value of the Company's fixed-rate, long-term debt is based on U.S. government notes at November 30, 2005 plus an estimated spread for similar securities with similar credit risks and remaining maturities.

 

Note Eleven

 
Home | About Ameron | Photo Gallery | Financials | News | Share Holders | Contact Us
       
Telephone:    
626.683.4000
Fax: 626.683.4060
245 South Los Robles Avenue
Pasadena, California 91101-2820