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## 10. BORROWINGS: 

Borrowings consist of the following: 

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## Senior credit facility - 

In connection with the Hardy Acquisition, on January 16, 2003, the Company, certain subsidiaries of the Company, JPMorgan Chase Bank, as a lender and administrative agent (the “Administrative Agent”), and certain other lenders entered into a new cred- it agreement (as subsequently amended and restated as of March 19, 2003, the “March 2003 Credit Agreement”). In October 2003, the Company entered into a Second Amended and Restated Credit Agreement (the “October Credit Agreement”) that (i) refinanced the then outstanding principal balance under the Tranche B Term Loan facility on essentially the same terms as the Tranche B Term Loan facility under the March 2003 Credit Agreement, but at a lower Applicable Rate (as such term is defined in the October Credit Agreement) and (ii) otherwise restated the terms of the March 2003 Credit Agreement, as amended. The October Credit Agreement was further amended during February 2004 (the “Credit Agreement”). The March 2003 Credit Agreement provided for aggregate credit facilities of $1.6 billion consisting of a $400.0 million Tranche A Term Loan facility due in February 2008, an $800.0 mil- lion Tranche B Term Loan facility due in November 2008 and a $400.0 million Revolving Credit facility (including an Australian Dollar revolving sub-facility of up to A$10.0 million and a sub-facility for letters of credit of up to $40.0 million) which expires on February 29, 2008. Proceeds of the March 2003 Credit Agreement were used to pay off the Company’s obligations under its prior senior credit facility, to fund a portion of the cash required to pay the former Hardy shareholders and to pay indebtedness outstand- ing under certain of Hardy’s credit facilities. The Company uses the remaining availability under the Credit Agreement to fund its working capital needs on an on-going basis. 

The Tranche A Term Loan facility and the Tranche B Term Loan facility were fully drawn on March 27, 2003. As of February 29, 2004, the Company has made $40.0 million of scheduled and required payments on the Tranche A Term Loan facility. In August 2003, the Company paid $100.0 million of the Tranche B Term Loan facility. In October 2003, the Company paid an addi- tional $200.0 million of the Tranche B Term Loan facility. As of February 29, 2004, the required annual repayments of the Tranche A Term Loan and the Tranche B Term Loan are as follows: 

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The rate of interest payable, at the Company’s option, is a function of LIBOR plus a margin, the federal funds rate plus a mar- gin, or the prime rate plus a margin. The margin is adjustable based upon the Company’s Debt Ratio (as defined in the Credit Agreement) and, with respect to LIBOR borrowings, ranges between 1.50% and 2.50%. As of February 29, 2004, the LIBOR mar- gin for the Revolving Credit facility and the Tranche A Term Loan facility is 1.75%, while the LIBOR margin on the Tranche B Term Loan facility is 2.00%. 

The Company’s obligations are guaranteed by certain subsidiaries of the Company (“Guarantors”) and the Company is obli- gated to pledge collateral of (i) 100% of the capital stock of all of the Company’s U.S. subsidiaries and (ii) 65% of the voting cap- ital stock of certain foreign subsidiaries of the Company. 

