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Debt Obligations
12 Months Ended
Dec. 31, 2012
Debt Obligations [Abstract]  
Debt Obligations

NOTE 13: DEBT OBLIGATIONS

Debt obligations consisted of the following at December 31:

($ in thousands)   2012   2011
Long-term debt:        
Current maturities CoBank ACB, unsecured term credit facility $ - $ 1,139
CoBank ACB revolving loan facility   8,595   -
Provident Bank credit line   4,000   -
TriState credit line   1,500   -
    14,095   1,139
Short-term debt:        
CoBank ACB revolving loan facility   -   5,000
Provident Bank credit line   -   600
    -   5,600
Total debt obligations $ 14,095 $ 6,739

 

On February 18, 2003, the Company and CoBank, ACB ("CoBank") entered into a master loan agreement (the "CoBank MLA") and the first supplement to the CoBank MLA, which established a $18.5 million unsecured term credit facility (the "CoBank Term Loan"). Under the CoBank Term Loan, the Company could select a variable rate option, a long-term fixed rate option or a LIBOR option. The Company selected the variable rate option, and the average interest rate on borrowings for the year ended December 31, 2012, 2011, and 2010 was approximately 2.94%, 2.98%, and 2.96%, respectively. Interest was paid quarterly each January, April, July and October. The CoBank Term Loan was paid in full and terminated on April 24, 2012.

On August 3, 2011, the Company entered into the second supplement to the CoBank MLA (the "Second Supplement to the CoBank MLA"), which provided for a revolving loan facility in the principal amount of $5.0 million (the "2011 CoBank Revolving Loan Facility"). Also on August 3, 2011, the Company drew down the entire $5.0 million principal amount of the 2011 CoBank Revolving Loan to fund a portion of the purchase price of the Alteva, LLC acquisition. The 2011 CoBank Revolving Loan Facility incurred interest (payable quarterly in arrears) at LIBOR plus 3.50%.

On August 2, 2012, the Company entered into the third supplement to the CoBank MLA (the "Third Supplement to the CoBank MLA"), which superseded the Second Supplement to the CoBank MLA, terminated the 2011 CoBank Revolving Loan Facility and provided for a new revolving loan facility in the principal amount of $10.0 million (the "2012 CoBank Revolving Loan Facility"). The 2012 CoBank Revolving Loan incurred interest (payable quarterly in arrears) at LIBOR plus 4.50%. The interest rate on the outstanding balance under the 2012 CoBank Revolving Loan Facility as of December 31, 2012 was 4.71%.

On October 31, 2012, the Company and CoBank entered into an Amended and Restated Master Loan Agreement, which superseded the CoBank MLA (the "Restated MLA"), and an amended and restated third supplement to the Restated MLA, which superseded the Third Supplement to the CoBank MLA (the "Restated Third Supplement"). Under the terms of the Restated MLA, the Company was required to comply with certain loan covenants, which included, but were not limited to, the achievement of certain financial ratios, as well as certain financial reporting requirements. Pursuant to the Restated MLA, the Company's obligations under the 2012 CoBank Revolving Loan Facility were secured by a pledge of all of the equity of the Company's wholly-owned subsidiaries and guaranteed by all of the Company's wholly-owned subsidiaries except for Warwick Valley Telephone Restructuring Company LLC ("WVT"). On October 31, 2012, WVT entered into a negative pledge agreement with CoBank whereby WVT agreed not to pledge any of its assets as collateral or permit a lien to be placed on any of its assets. In connection with the Restated MLA, CoBank consented to the Company's restructuring.

On November 8, 2012, the Company entered into a credit agreement with TriState Capital Bank ("TriState") that provides for borrowings up to $2.5 million. All borrowings become due and payable on April 30, 2013. The TriState borrowings incurred interest at a variable rate based on either LIBOR or a Base Rate, as defined in the credit agreement, plus an applicable margin 4.00% or 3.00%, respectively. Under the terms of the TriState credit agreement, the Company was required to comply with certain loan covenants, which include, but are not limited to, the achievement of certain financial ratios as well as certain financial reporting requirements. The Company's obligations under the TriState credit facility were guaranteed by all of the Company's wholly-owned subsidiaries except for subsidiary that is operating as an Incumbent Local Exchange Carrier ("ILEC"). The ILEC subsidiary entered into a negative pledge agreement with CoBank whereby the ILEC subsidiary agreed not to pledge any of its assets as collateral or lien to be placed on any of its assets. All borrowings under the CoBank facility were repaid on March 11, 2013 and the loan agreement was canceled.

On March 11, 2013, the Company entered into a new credit agreement with TriState Capital Bank ("TriState") to provide for borrowings up to $17.0 million with the ability to increase the facility for borrowings up to $20.0 million with the participation of another lender. All borrowings become due and payable on June 30, 2014. The TriState borrowings incur interest at a variable rate based on either LIBOR or a Base Rate, as defined in the credit agreement, plus an applicable margin 3.50% or 2.00%, respectively. Under the terms of the TriState credit agreement, the Company is required to comply with certain loan covenants, which include, but are not limited to, the achievement of certain financial ratios as well as certain financial reporting requirements. The Company's obligations under the TriState credit facility are secured by all of the Company's asset and guaranteed by all of the Company's wholly-owned subsidiaries except for subsidiary that is operating as an ILEC. The ILEC subsidiary entered into a negative pledge agreement with TriState whereby the ILEC subsidiary agreed not to pledge any of its assets as collateral or lien to be placed on any of its assets. On March 11, 2013, the Company borrowed $15.2 million to repay all borrowings outstanding under the CoBank, Provident and prior TriState credit facilities (collectively referred to as "Prior Facilities") and retired those facilities. As a result of the Prior Facilities being retired, the Company was not required to deliver any compliance certifications related to them that may have been due after the payoff date. In addition, due to the refinancing of the Prior Facilities, the Company reclassified its borrowings as of December 31, 2012 from short-term to long-term as the Company's total debt obligations were covered by the new credit facility, which are not due until June 30, 2014.

The Company had an unsecured line of credit in the amount of $4.0 million with Provident Bank (the "Provident") of which the entire amount had been drawn as of December 31, 2012. Interest was payable quarterly in arrears. The interest rate on the outstanding amount was fixed at 2.50%. On October 21, 2012, the Provident line of credit was amended to extend the maturity date to April 30, 2013. All borrowings under the Provident facility were repaid on March 11, 2013 and the line of credit was canceled.