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Note 5 - Long-term Debt
9 Months Ended
Sep. 30, 2019
Notes to Financial Statements  
Debt Disclosure [Text Block]
NOTE
5
– LONG-TERM DEBT
 
   
As of September 30, 2019
   
As of December 31, 2018
 
   
(unaudited)
                         
(In thousands)
 
Principal
   
Deferred Financing Costs, net
   
Balance
   
Principal
   
Deferred Financing Costs, net
   
Balance
 
Note payable
  $
2,525
    $
-
    $
2,525
    $
2,525
    $
-
    $
2,525
 
Credit Facility
   
197,500
     
(10,155
)    
187,345
     
199,000
     
(11,436
)    
187,564
 
Senior Secured Credit Agreement    
30,476
     
(2,229
)    
28,247
     
-
     
-
     
-
 
Total long-term debt
   
230,501
     
(12,384
)    
218,117
     
201,525
     
(11,436
)    
190,089
 
Less current portion
   
(2,000
)    
-
     
(2,000
)    
(2,000
)    
-
     
(2,000
)
Total long-term debt, non-current
  $
228,501
    $
(12,384
)   $
216,117
    $
199,525
    $
(11,436
)   $
188,089
 
 
For the
three
and
nine
months ended
September 30, 2019,
deferred financing costs charged to interest expense was
$0.5
 million and
$1.4
million, respectively. For the
three
and
nine
months ended
September 30, 
2018,
deferred financing costs charged to interest expense was
$0.4
 million and
$1.5
 million, respectively.
 
Credit Facility
 
In
March 2018,
the Company entered into the Third Amended and Restated Credit Agreement (the “Amended Credit Agreement”), providing for a
$200.0
million senior secured
first
lien term loan facility (the “Term Facility”), maturing
March 2025,
and a
$45.0
million senior secured incremental revolving credit facility (the “Revolving Facility”), which includes a
$5.0
million letter of credit sub-facility. The Term Facility bears interest at an adjusted Intercontinental Exchange Benchmark administration LIBOR plus a spread of
3.250%,
for an aggregated rate of
5.266%
as of
September 30, 2019.
Borrowings under the Revolving Facility
may
be used for general corporate and working capital purposes and related fees and expenses. As of
September 30, 2019,
the Company had
no
borrowings under the Revolving Facility.
 
Senior Secured Credit Agreements
 
In
January 2018,
the Company entered into a senior secured credit agreement (the “Export Credit Agreement”) with Citibank, N.A., London Branch (“Citi”) and Eksportkreditt Norge AS (“EK” and together with Citi, the “Lenders”), to make available to the Company a loan in an aggregate principal amount
not
to exceed
$107.7
million for the purpose of providing financing for up to
80%
of the purchase price of the Company’s new ice class vessel, the
National Geographic Endurance,
targeted to be completed in the
first
quarter of
2020.
If drawn upon, the loan will be made at the time of delivery of the vessel. The Export Credit Agreement, at the Company's election, will bear interest either at a fixed interest rate effectively equal to
5.78%
or a floating interest rate equal to
three
-month LIBOR plus a margin of
3.00%
per annum.
 
On
April 8, 2019,
the Company entered into a senior secured credit agreement (the “Second Export Credit Agreement”) with the Lenders. Pursuant to the Second Export Credit Agreement, the Lenders have agreed to make available to the Company, at the Company's option and subject to certain conditions, a loan in an aggregate principal amount
not
to exceed
$122.8
million for the purpose of providing pre- and post- delivery financing for up to
80%
of the purchase price of the Company’s new expedition ice-class cruise vessel, the
National Geographic Resolution
, scheduled to be delivered in the
fourth
quarter of
2021.
The Second Export Credit Agreement bears a variable interest rate equal to
three
-month LIBOR plus a margin of
3.00%
per annum, or
5.09%
as of
September 30, 2019.
After completion of the vessel, the Second Export Credit Agreement, at the Company’s option, will bear an interest rate of either a fixed rate of
6.36%
or a variable rate equal to
three
-month LIBOR plus a margin of
3.00%
per annum.
30%
of the borrowing will mature over
five
years from drawdown, and
70%
of the borrowing will mature over
twelve
years from drawdown. Additionally,
70%
 percent of the loan will be guaranteed by Garantiinstituttet for eksportkreditt, the official export credit agency of Norway. The Company incurred approximately
$2.3
million in financing fees related to the Second Export Agreement, recorded as deferred financing costs as part of long-term debt. During
September 
2019,
the Company drew approximately
$30.5
 million against the Second Export Credit Agreement for the
second
contracted installment payment on the
National Geographic Resolution
.
 
Note Payable
 
In connection with the Natural Habitat acquisition in
May 2016,
Natural Habitat issued an unsecured promissory note to Benjamin L. Bressler, the founder of Natural Habitat, with an outstanding principal amount of
$2.5
million due at maturity on
December 31, 2020.
The promissory note accrues interest at a rate of
1.44%
annually, with interest payable every
six
months.
 
Covenants
 
The Company’s Amended Credit Agreement, Export Credit Agreement and Second Export Credit Agreement contain financial and restrictive covenants that include among others, net leverage ratios, limits on additional indebtedness and limits on certain investments. As of
September 30, 2019,
the Company was in compliance with its covenants.