Proceeds received from the DRIP were $3.6 million for the three months ended March 31, 2013 (three months ended March 31, 2012 $3.6 million), consistent with the prior year quarter. On March 7, 2013, Superior announced that it will stop the active operation of its DRIP program effective after payment of the March dividend. The DRIP will be available for the March dividend payable on April 15, 2013, but will no longer be available for future monthly cash dividends until further notice.
As at March 31, 2013, when calculated in accordance with the Credit Facility, the consolidated secured debt to compliance EBITDA ratio was 1.3 to 1.0 (December 31, 2012 - 1.9 to 1.0) and the consolidated debt to compliance EBITDA ratio was 1.9 to 1.0 (December 31, 2012 - 2.4 to 1.0). For both of these covenants all outstanding Debentures are not included. These ratios are within the requirements contained in Superior's debt covenants. In accordance with the Credit Facility, Superior must maintain a consolidated secured debt to compliance EBITDA ratio of not more than 3.0 to 1.0 and not more than 3.5 to 1.0 as a result of acquisitions. In addition, Superior must maintain a consolidated debt to compliance EBITDA ratio of not more than 5.0 to 1.0, excluding Debentures. Also, Superior is subject to several distribution tests and the most restrictive stipulates that Distributions (including Debenture holders and related payments) cannot exceed compliance EBITDA less cash income taxes, plus $35.0 million on a trailing 12-month rolling basis. On a 12-month rolling basis as at March 31, 2013, Superior's available distribution amount was $80.0 million under the above noted distribution test.
On March 28, 2013, Standard and Poor's confirmed both Superior and Superior LP's long-term corporate credit rating as BB- and the secured debt rating as BB+. The outlook rating for Superior remains stable. On August 17, 2012, DBRS confirmed Superior LP's senior secured rating of BB (high) and Superior LP's senior unsecured rating of BB (low). The trend for both ratings is stable.
As at March 31, 2013, Superior had an estimated defined benefit pension solvency deficiency of approximately $31.6 million (December 31, 2012 - $36.7 million) and a going concern solvency deficiency of approximately $0.1 million (December 31, 2012 - $6.5 million). Funding requirements required by applicable pension legislation are based upon going concern and solvency actuarial assumptions. These assumptions differ from the going concern actuarial assumptions used in Superior's financial statements. Superior has sufficient liquidity through existing revolving term bank credits and anticipated future operating cash flow to fund this deficiency over the prescribed funding period.
In the normal course of business, Superior is subject to lawsuits and claims. Superior believes the resolution of these matters will not have a material adverse effect, individually or in the aggregate, on Superior's liquidity, consolidated financial position or results of operations. Superior records costs as they are incurred or when they become determinable.
Shareholders' Capital
The weighted average number of common shares issued and outstanding during the first quarter was 113.7 million shares, an increase of 2.6 million common shares from the prior year quarter due to the issuance of 14,690,244 common shares over the year and the resulting impact on weighted average number of common shares outstanding. The following table provides details:
---------------------------------------------------------------------------- Issued Number Average of Common Issuance Price Shares Closing Date per Share (Millions)----------------------------------------------------------------------------As at March 31, 2012 111.4Issuance of common shares under April 13, 2012 $7.48 1.7 Superior's DRIP through March 15, 2013Issuance of common shares March 27, 2013 $11.10 13.0----------------------------------------------------------------------------As at March 31, 2013 126.1--------------------------------------------------------------------------------------------------------------------------------------------------------
