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4. Debt
9 Months Ended
Sep. 26, 2014
Notes  
4. Debt

4.           Debt

 

Mortgage Notes

 

On October 3, 2014, the lender for the Spitz mortgage notes, a commercial bank,  notified the Company that the liens placed on the Company assets by the Pension Plan were an event of default under the mortgage loan agreements. Pursuant to the notification, the Company and the bank entered into an agreement whereby the bank agreed to forbear from exercising any further remedies other than the suspension of advances under the working capital line of credit, until January 15, 2015 while the Company negotiates the settlement of its pension liabilities, subject to certain conditions agreed to by the Company. The conditions  the Company agreed to include continuing to make debt service payments under the mortgage loan agreements, the occurrence of no further adverse events in the condition of the Company, and the incorporation of the financial covenants of the line of credit agreement  between the bank and Spitz dated March 15, 2012 as additional covenants in the mortgage loan agreements effective immediately and continuing until the loans are paid in full. The Company believes that it will be able to comply with the additional covenants and, upon settlement of the pension liabilities, the pension plan liens will be replaced by consensual liens in favor of the PBGC which will be subordinate to the commercial bank’s lien under terms agreeable to the commercial bank. However, no assurance can be given that the Company will be able to comply with the additional covenants or that the pension plan liens will be replaced by consensual liens in favor of the PBGC.

 

Line of Credit

 

Because of cross default provisions, the October 3, 2014 notice of default of the mortgage note included notification by the commercial bank that it is no longer obligated to make advances under its line of credit agreement and that it elected to suspend future advances. The Company expects that upon settlement of the pension liabilities, it will be able to reach agreement with the commercial bank to permit new borrowings for future potential working capital requirements. However, no assurance can be given that the Company will be able to reach agreement with the commercial bank to permit new borrowings under the line of credit.  As of September 26, 2014, there were no borrowings outstanding under the credit agreement and there have been no borrowings outstanding since February 2011.

 

Sale/Leaseback Financing

 

On July 31, 2014, the Company provided notice to Wasatch Research Park I, LLC (“Wasatch”) to exercise its option to repurchase the buildings it occupies under agreements with Wasatch. The repurchase price, net of a credit due for a lease deposit, would have been $3,027. The repurchase transaction required completion by October 31, 2014. On November 4, 2014 the Company agreed to an extension of its current lease for a term of 5 years. As a condition of the extension the Company will no longer have a right to repurchase the buildings. Base annual rent for the extended 5-year term will be $549. Base annual rent prior to the lease extension was $509.

 

The extension of the lease for 5 years without a repurchase option is expected to result in recording the disposition of building assets and the extinguishment of both the sale-leaseback debt and the deferred rent obligation in the fourth quarter of 2014. The new lease obligation is expected to be accounted for as an operating lease commencing November 1, 2014.