XML 35 R10.htm IDEA: XBRL DOCUMENT v2.4.0.6
Financing Obligations
12 Months Ended
Dec. 31, 2011
Financing Obligations [Abstract]  
Financing Obligations

4.             FINANCING OBLIGATIONS

 

The Company has a Credit Facility which had a maximum borrowing limit of $15.0 million at December 31, 2011 and 2010. The Credit Facility is used to fund the Company's capital expenditures, operational working capital and seasonal working capital needs. The Credit Facility was renewed on March 27, 2009 when the Company entered into a Fourth Amended and Restated Loan and Security Agreement (the "Credit Facility") with the Bank, setting forth the new terms of the Credit Facility. The Credit Facility has been further amended by the First, Second and Third Amendments on May 14, 2010, March 30, 2011 and March 29, 2012 respectively. The amended Credit Facility includes a maturity date of June 30, 2013 and continues the Bank's security interest in all of the Company's assets. There was no outstanding balance on December 31, 2011 or December 31, 2010 under the Credit Facility.

 

Interest on borrowings pursuant to the Credit Facility is payable monthly at specified rates of either, at the Company's option, the Base Rate (as defined in the Credit Facility) plus between 2.00% and 2.50%, or the LIBOR Rate (as defined in the Credit Facility) plus between 3.00% and 3.50%, in each case with the applicable margin depending on the Company's Average Excess Availability (as defined in the Credit Facility). The Company paid a specified fee of one-half of one percent, or 0.5%, until March 30, 2011, and after March 30, 2011 paid and will pay in the future three quarters of one percent, or 0.75% on undrawn amounts under the Credit Facility. After an event of default, all loans will bear interest at the otherwise applicable rate plus 2.00% per annum.

 

The 2009 Credit Facility contains such financial, affirmative and negative covenants by the Company as are usual and customary for financings of this kind which can result in the acceleration of the maturity of amounts borrowed under the Credit Facility, including, without limitation, a restriction on cash dividends, a change in ownership control covenant, a subjective material adverse change covenant and financial covenants. The financial covenants include an annual capital expenditure limit, a minimum excess availability limit, and as revised by the Second Amendment monthly and cumulative (loss) or profit limits for periods through the effective date of the Third Amendment. The Second Amendment provided for a determination in March of 2012 of specific financial covenants based on the financial projections of the Company for the business periods following March 31, 2012. The provisions of the Credit Facility require that the Company maintain a lockbox arrangement with the Bank, and allows the Bank to declare any outstanding borrowings to be immediately due and payable as a result of noncompliance with any of the covenants. Accordingly, in the event of noncompliance, the Company's payment obligations with respect to such borrowings could be accelerated. Therefore, when the Company has a balance on its line of credit, it is classified as a current liability. As of December 31, 2011, the Company was in compliance with all terms of the Credit Facility.

 

Although the maximum borrowing limit is $15.0 million, the Credit Facility limits borrowings to a specified percentage of eligible accounts receivable and inventory, together "Eligible Collateral", which totaled $13.2 million at December 31, 2011. Additionally, the terms of the Credit Facility provide that the amount borrowed and outstanding at any time combined with certain reserves for letters of credit outstanding and general reserves be subtracted from the Credit Facility limit or the value of the total collateral to arrive at an amount of unused availability to borrow. The total collateral under the Credit Facility at December 31, 2011 amounted to $13.2 million. At December 31, 2011, there were no borrowings outstanding under the Credit Facility, however, the value of reserves and letters of credit outstanding totaled $4.1 million. As a result, the Company had $9.1 million of borrowing availability under the Credit Facility at December 31, 2011.

As a result of the Third Amendment to the Credit Facility, effective March 29, 2012, the financial covenants and additional terms of the credit facility for periods after December 31, 2011 are as follows:

 

i)                     an annual capital expenditure limit of $6.0 million for 2012.

ii)                   an Availability Block of $3.0 million from January 1, 2012 to March 29, 2012 when the Third Amendment became effective,

iii)                  after March 29, 2012 an Availability Block of $4.0 million, which block will be reduced to $3.0 million when the twelve month trailing fixed charge ratio exceeds 1.1, and further reduced to $2.5 million when both the trailing twelve month fixed charge ratio has a) exceeded 1.2 for three consecutive months and b) is projected to exceed 1.2 for the immediately upcoming three consecutive months.,

iv)                 a $1.8 million 5 year term loan will be funded within the $15.0 million Credit Facility limit at an annual rate of interest charged on amounts outstanding of the LIBOR Rate (as defined in the Credit Facility) plus 4.0%,

v)                   the assets of the Company included in the collateral supporting the Credit Facility will be increased to include up to $1.8 million in value as determined by an independent appraisal of the equipment being purchased with the proceeds of the equipment loan; and.

vi)                 maximum monthly (loss) of ($382,000) for periods of from January 1, 2012 to February 29, 2012, after which periods the maximum monthly (loss) covenant will be removed.

 

 

 

The terms of the Credit Facility provide that the amount borrowed and outstanding at any time combined with certain reserves for rental payments, letters of credit outstanding and general reserves be subtracted from the Credit Facility limit or the value of the total collateral to arrive at an amount of unused availability to borrow. The amount available to borrow under the Credit Facility will increase and decrease mainly as a result of changes in the value of accounts receivable and inventory caused by variations in revenue or the timing of collection of accounts receivable. Our availability to borrow under the Credit Facility will change from quarter to quarter due to the seasonality of our business and revenues which causes our accounts receivable and, therefore, our Eligible Collateral to be higher at the end of the calendar year than the other three calendar quarter periods.

 

For the year ended December 31, 2011, we recorded interest expense of $7,000 on the Credit Facility at a weighted average interest rate of 3.17%. The rate of interest being charged on the Credit Facility at December 31, 2011 was 3.3%. The average daily borrowings outstanding on the Credit Facility for the years ended December 31, 2011 and 2010 were $8,000 and $22,000 respectively. The maximum borrowing outstanding on the Credit Facility for any one day during the years ended December 31, 2011 and 2010 were $2.3 million and $3.3 million respectively. For the year ended December 31, 2010, we recorded interest expense of $22,000 on the Credit Facility at a weighted average interest rate of 3.31%. The Company also incurred unused Credit Facility fees of approximately $92,000 and $68,000 for the year ended December 31, 2011 and 2010, respectively. Additionally, the Company reported $62,000 and $65,000 of amortized loan costs as interest expense during the year ended December 31, 2011 and 2010, respectively.