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Note F - Long-term Debt
9 Months Ended
Sep. 30, 2020
Notes to Financial Statements  
Long-term Debt [Text Block]
Note F — Long-Term Debt
 
In thousands
 
September 30, 2020
   
December 31, 2019
 
Revolving credit facility
  $
17,100
    $
18,700
 
Paycheck Protection Program Term Note
   
10,000
     
 
Total debt
   
27,100
     
18,700
 
Less: current portion of long-term debt
   
(6,681
)    
 
Long-term debt
  $
20,419
    $
18,700
 
 
Credit Facility
 
As of
September 30, 2020
and
December 31, 2019
, we had
$17.1
 million and
$18.7
million borrowings outstanding under the Texas Capital Credit Facility (as defined below), respectively. As of 
September 30, 2020
, we had the ability to borrow an additional of
$0.1
 million under the facility.
 
On
April 17, 2017,
we entered into a secured credit facility with Texas Capital Bank, N.A (“Texas Capital Bank”), that provided a
$20.0
million revolving credit facility (the “Texas Capital Credit Facility”) and for letters of credit issued by Texas Capital Bank up to
$5.0
million. The Texas Capital Credit Facility is secured by substantially all of the Company's and its material domestic subsidiaries' assets. The Texas Capital Credit Facility is guaranteed by HHS Guaranty, LLC, an entity formed to provide credit support for Harte Hanks by certain members of the Shelton family (descendants of
one
of our founders).
 
Under the Texas Capital Credit Facility, we can elect to accrue interest on outstanding principal balances at either LIBOR plus
1.95%
or prime plus
0.75%.
Unused commitment balances accrue interest at
0.50%.
We are required to pay a quarterly fee of
0.5%
 as consideration for the guarantee to HHS Guaranty, LLC of the value of the collateral it actually pledged to secure the facility, which for the
three
months ended 
September 30, 2020
amounted to
$0.1
million.
 
The Texas Capital Credit Facility is subject to customary covenants requiring insurance, legal compliance, payment of taxes, prohibition of
second
liens, and secondary indebtedness, as well as the filing of quarterly and annual financial statements. The Company has been in compliance of all the requirements.
 
The Texas Capital Credit Facility originally had an expiration date of
April 17, 2019,
at which point all outstanding amounts would have been due. On
January 9, 2018,
we entered into an amendment to the Texas Capital Credit Facility that increased the borrowing capacity to
$22.0
million and extended the maturity by
one
year to
April 
17,
2020.
On
May 7, 2019,
we entered into a
second
 amendment to the Texas Capital Credit Facility which further extended the maturity of the facility by
one
year to
April 17, 2021.
On
May
 
11,
2020,
we entered into a
third
 amendment to the Texas Capital Credit Facility which further extended the maturity of the facility by
one
year to
April 17, 2022
and decreased the borrowing capacity to
$19.0
million. The Texas Capital Credit Facility remains secured by substantially all of our assets and continues to be guaranteed by HHS Guaranty, LLC.
 
At
September 30, 2020
, we had letters of credit outstanding in the amount of
$1
.8
 million.
No
amounts were drawn against these letters of credit at
September 30, 2020
. These letters of credit exist to support insurance programs relating to workers' compensation, automobile liability, and general liability.
 
Paycheck Protection Program Term Note
 
On
April 14, 2020,
the Company entered into a promissory note with Texas Capital Bank,  for an unsecured loan with a principal amount of
$10.0
 million made to the Company pursuant to the Paycheck Protection Program (“PPP Term Note”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The PPP Term Note is guaranteed by the United States Small Business Administration.
 
The PPP Term Note bears interest at a fixed annual rate of 
1.00%,
with interest deferred for the
first
six
months. Beginning in
November 
2020,
the Company will be required to make
18
equal monthly payments of principal and interest with the final payment due in
April 2022,
unless the loan is forgiven as described below. The PPP Term Note
may
be accelerated upon the occurrence of an event of default.
 
The proceeds
may
be used to maintain payroll or make certain covered interest payments, lease payments and utility payments. Under the terms of the CARES Act, the Company can be granted forgiveness for all or a portion of the loan granted under the Paycheck Protection Program, with such forgiveness to be determined, subject to limitations, based on the use of the loan proceeds for permitted expenses.
 
At this time, the Company anticipates forgiveness of the entire amount of the PPP Term Note; however, we are
not
in a position to estimate the timing of the completion of the forgiveness process. We expect to apply for forgiveness of the PPP Term Note in the
fourth
quarter of
2020.
We have elected to classify the principal balance of the PPP Term Note within both Short-term and Long-term debt, net, on the condensed consolidated balance sheet as of
September 30, 2020
. Under the existing terms of the PPP Term Note, if
no
forgiveness is granted, approximately
$6.7
 million of the principal amount of the PPP Term Note would be due within
twelve
months from
September 30, 2020
.