XML 33 R13.htm IDEA: XBRL DOCUMENT v3.20.4
Debt Obligations
12 Months Ended
Dec. 31, 2020
Debt Disclosure [Abstract]  
Debt Obligations

 

7. Debt Obligations

The Company has borrowed against the short-term revolving lines of credit that it has arranged with financial institutions like The Bank of Tokyo-Mitsubishi UFJ, Ltd.(“MUFG”), and Sumitomo Mitsui Banking Corporation (“SMBC”), and MegaChips to fund its operations. The weighted-average interest rate on short-term borrowings outstanding as of December 31, 2019 was 1.42%.

Debt obligations as of December 31, 2020 and 2019 consisted of the following:

 

 

 

As of

 

 

 

December 31, 2020

 

 

December 31, 2019

 

 

 

(in thousands)

 

Revolving line of credit:

 

 

 

 

 

 

 

 

MUFG

 

$

-

 

 

$

41,000

 

Balance

 

 

 

 

 

41,000

 

Less: Current portion of long-term debt

 

 

 

 

 

(41,000

)

Long-term debt

 

$

 

 

$

 

 

As of December 31, 2019, debt obligations were as follows (dollars in thousands):

 

 

 

Loan

Start Date

 

Loan

Amount

 

 

Annual

Interest Rate

 

 

Maturity

Date

Lender

 

 

MUFG

 

12/19/2019

 

$

38,000

 

 

 

2.97000

%

 

6/10/2020

MUFG

 

8/23/2019

 

 

3,000

 

 

 

3.10000

%

 

2/19/2020

 

 

 

 

$

41,000

 

 

 

 

 

 

 

 

Revolving Line of Credit

The Bank of Tokyo-Mitsubishi Credit Facility

On August 31, 2015, the Company entered into a bank transaction agreement with MUFG. The agreement provided for a revolving line of credit with a maximum available borrowing of $20.0 million. On June 29, 2018, the Company increased the revolving line of credit to $50.0 million through July 31, 2020. Between August 2015 and December 31, 2019, the Company borrowed $139.0 million in several draw-downs against the revolving line of credit with terms ranging from one month to one year and interest rate ranging between 1.01 % to 4.07%.

Renewal and extensions on the MUFG loans for the years ended December 2019 and 2020 have been set forth below:

 

Loan

Start Date

 

Maturity

Date

 

Loan

Amount

 

 

Annual

Interest Rate

 

8/23/2019

 

2/19/2020

 

$

3,000

 

 

3.10%

 

12/19/2019

 

6/10/2020

 

 

38,000

 

 

2.97%

 

3/23/2020

 

9/21/2020

 

 

3,000

 

 

2.46%

 

3/24/2020

 

3/24/2021

 

 

9,000

 

 

2.37%

 

6/10/2020

 

6/24/2020

 

 

23,000

 

 

1.39%

 

6/24/2020

 

7/24/2020

 

 

23,000

 

 

1.45%

 

 

On July 24, 2020, the Company paid down all outstanding loans with MUFG of $35.0 million of which $12.0 million of loans were prepaid with a penalty of $0.1 million. Effective June 30, 2020, the MegaChips guarantee for the revolving line of credit with MUFG has been terminated. Upon termination of the guarantee, the Company agreed to maintain a minimum cash balance in its operating cash account equal to its outstanding loan balance with MUFG.  The minimum cash balance requirement is a compensating balance arrangement that does not legally restrict any cash amounts that are shown in the condensed consolidated balance sheet. The Company continues to have $50.0 million funds available under its credit facility with MUFG. Interest under the revolving line of credit was calculated at MUFG’s prevailing prime rate plus a margin of 2 percentage points which would be agreed by the Company at the time each loan was made. Interest was due for payment on the maturity date of each loan. The Company did not incur any costs upon renewal of the revolving credit line or at the time of increase in the revolving line of credit.

The agreement contains customary representations and warranties, affirmative covenants, and events of default upon the occurrence of certain events, such as nonpayment of amounts due under the revolving line of credit, violation of contractual provisions, or a material adverse change in the Company’s business. The agreement also includes customary administrative covenants, including a limitation on entering any transactions involving a merger or consolidation, reorganization, spin-off, liquidation, dissolution, winding up, or conveying, selling, leasing, licensing, or otherwise disposing of all or substantially all of the Company’s property, assets, or business. As of December 31, 2020 and 2019, the Company was in compliance with all covenants.

Terminated Loans

Sumitomo Mitsui Banking Corporation Credit Facility

On September 22, 2017, the Company entered into an uncommitted and revolving credit line agreement with SMBC. The revolving credit line has a maximum available borrowing availability of up to $20.0 million. The Company could draw loans under the revolving credit line from time to time through September 21, 2018, as long as the principal amount at any time did not exceed $20.0 million in the aggregate. Such term was extended for an additional year through September 20, 2019 and further extended for an additional year through September 21, 2020. The Company closed its line of credit in September 2020. Loans under the revolving credit line may have a maturity from one day to 12 months from the date of borrowing. The loans borrowed under the revolving line of credit bear a variable rate of interest based upon SMBC’s prevailing prime rate plus a margin of 1 percentage point which would be agreed by the Company at the time each loan was made. Interest was due for payment on the maturity date of each loan. SMBC had the right to terminate the revolving credit line in whole or part in its sole discretion. The Company did not incur any costs at the initiation of the revolving line of credit or upon renewal of the revolving credit line.

The agreement contained customary representations and warranties, affirmative covenants, negative covenants, and events of default upon the occurrence of certain events, such as nonpayment of amounts due under the revolving line of credit, violation of contractual provisions, or a material adverse change in the Company’s business. In addition, the agreement included a financial covenant for a minimum net worth, defined as total assets less total liabilities, of $0. The agreement also included customary administrative covenants, including a limitation on entering any transactions involving a merger or consolidation, reorganization, spin-off, liquidation, dissolution, winding up, or conveying, selling, leasing, licensing, or otherwise disposing of all or substantially all of the Company’s property, assets, or business. As of December 31, 2019, the Company was in compliance with all covenants. The agreement provided that the Company would provide collateral if SMBC determined in consultation with the Company that additional collateral or guarantee would be necessary. Use of proceeds from the loan was restricted for certain specified purposes. The SMBC revolving line of credit was guaranteed by MegaChips.

MegaChips Loan

On September 13, 2016, the Company entered into a loan agreement with MegaChips for a revolving credit limit of up to $30.0 million (the “MegaChips Loan Agreement”). Loans under the MegaChips Loan Agreement bear interest at a rate equal to the interest rate at which MegaChips procured the funds from SMBC, plus 0.09%. Interest for each loan is due on the maturity date of each loan. Each loan drawn from MegaChips has a three-month term, which term was renewed on maturity. MegaChips has discretion whether to accept the Company’s request for a loan under the MegaChips Loan Agreement. The initial term of the MegaChips Loan Agreement is one year from the date of the agreement, which term is automatically renewed and extended every year unless either party provides written notice to the other party. The Company did not incur any costs at the time of initiation of such credit facility or at the time of extension of the term of the credit facility.

The agreement contains usual and customary events of default upon the occurrence of certain events, such as nonpayment of amounts due under the revolving line of credit, violation of contractual provisions, a material adverse impact on the Company’s business, or its ability to perform under the agreement. The agreement includes customary administrative covenants but does not contain any negative covenants or conditions to borrowing.

The outstanding balance under the revolving line with MegaChips was repaid on December 12, 2019 upon maturity. During the year ended December 31, 2020, the Company closed its revolving line of credit with MegaChips. As of December 31, 2019, the Company was in compliance with all covenants.