Borrowing Arrangements

3 Months Ended

Mar. 31, 2017

8.	Borrowing Arrangements

The Corporation has a five-year Revolving Credit and Security Agreement (the “Agreement”) with a syndicate of banks. The Agreement provides for a $100,000 senior secured asset-based revolving credit facility with an option to increase the credit facility by an additional $50,000 at the request of the Corporation and with the approval of the banks. The Agreement includes sublimits for letters of credit, not to exceed $40,000, European borrowings not to exceed $15,000, and Canadian borrowings not to exceed $15,000.

Availability under the Agreement is based on eligible accounts receivable, inventory and fixed assets. Amounts outstanding under the credit facility bear interest at the Corporation’s option at either (1) LIBOR plus an applicable margin ranging between 1.25% to 1.75% based on the quarterly average excess availability or (2) the Base Rate plus an applicable margin ranging between 0.25% to 0.75% based on the quarterly average excess availability. Additionally, the Corporation is required to pay a commitment fee ranging between 0.25% and 0.375% based on the daily unused portion of the credit facility. As of March 31, 2017, the Corporation had utilized a portion of the credit facility for letters of credit (Note 9) and had remaining availability of approximately $57,000. In April 2017, the Corporation borrowed $7,000 from the credit facility for an initial term of three months. Interest accrues on the outstanding balance at 2.68%.

The Agreement is collateralized by a first priority perfected security interest in substantially all of the assets of the Corporation and its subsidiaries (other than real property). Additionally, the Agreement contains customary affirmative and negative covenants and certain limitations including but not limited to investments in Excluded Subsidiaries, payment of dividends, incurrence of additional indebtedness, upstreaming distributions from subsidiaries, and acquisitions and divestures. The Corporation must also maintain a certain level of excess availability. If excess availability falls below the established threshold, or in an event of default, the Corporation will be required to maintain a minimum fixed charge coverage ratio of not less than 1.00 to 1.00. The Corporation was in compliance with the applicable bank covenants as of March 31, 2017.

In March 2017, the Corporation repaid the debt assumed (term debt and credit facility) in connection with the acquisition of ASW, including interest, fees and early termination costs. Accordingly, outstanding borrowings of the Corporation as of March 31, 2017, and December 31, 2016, consisted of the following:


	March 31, 2017			December 31, 2016
Industrial Revenue Bonds (“IRB”)	$	13,311		$	13,311
Promissory notes (and interest)		24,221			23,844
Minority shareholder loan		5,028			4,990
Credit facility (ASW)		0			7,146
Term loan (ASW)		0			762
Capital leases		2,021			2,161

		44,581			52,214
Current portion		(18,886	)		(26,825	)

	$	25,695		$	25,389