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FINANCING ARRANGEMENTS
12 Months Ended
Dec. 31, 2018
FINANCING ARRANGEMENTS  
FINANCING ARRANGEMENTS

NOTE 4. FINANCING ARRANGEMENTS

 

We have a credit agreement with Bank of America which was entered into on June 15, 2017 and provides for a line of credit arrangement of $16,000 that expires on June 15, 2022. The credit arrangement also has a $5,000 real estate term note outstanding with a maturity date of June 15, 2022. The Bank of America credit agreement replaces our previous credit agreement with Wells Fargo Bank which terminated on June 20, 2017 and resulted in a loss on the extinguishment of debt of $175 primarily related to legal and terminations fees.

 

Under the Bank of America credit agreement, both the line of credit and real estate term notes are subject to variations in the LIBOR rate. Our line of credit bears interest at a weighted-average interest rate of 4.8% as of December 31, 2018. We had borrowings on our line of credit of $9,264 and $8,503 outstanding as of December 31, 2018 and December 31, 2017, respectively. There are no subjective acceleration clauses under the credit agreement that would accelerate the maturity of our outstanding borrowings.

 

The line of credit and real estate term notes with Bank of America contain certain covenants which, among other things, require us to adhere to regular reporting requirements, abide by annual shareholder dividend limitations, maintain certain financial performance, and limit the amount of annual capital expenditures. The availability under our line is subject to borrowing base requirements, and advances are at the discretion of the lender. The line of credit is secured by substantially all of our assets.

 

The Bank of America credit agreement as amended provides for, among other things, a fixed charge coverage ratio of not less than (i) 1.0 to 1.0 for each period of four fiscal quarters, commencing with the period of four fiscal quarters ending December 31, 2018. In addition, the agreement requires that the Company comply with certain minimum levels of cumulative EBITDA for measurement periods during fiscal 2018, including cumulative EBITDA of $1,970 for the twelve months ending December 31, 2018.

 

The availability under the line is subject to borrowing base requirements, and advances are at the discretion of the lender. At December 31, 2018 and 2017, we had unused availability under our line of credit of $6,137 and $4,231, respectively, supported by our borrowing base. The line is secured by substantially all of our assets.

 

As part of the July 1, 2015 Devicix acquisition we entered into two unsecured subordinated promissory notes payable to the seller in the principal amounts of $1,000 and $1,300.  The $1,000 promissory note has a four-year term, bearing interest at 4% per annum, requiring monthly principal and interest payments of $23 and is subject to offsets if certain revenue levels are not met.  The $1,300 promissory note has a four-year term and bears interest at 4% per annum, requiring monthly principal and interest payments of $29 and is not subject to offset.

 

Long-term debt balances at December 31, 2018 and 2017 consisted of the following (in thousands):

 

 

 

 

 

 

 

 

 

    

December 31, 

    

December 31, 

(in thousands)

    

2018

    

2017

Term note payable - Bank of America

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate term note bearing interest at one-month LIBOR + 2.25% (4.8% and 4.5% as of December 31, 2018 and 2017, respectively) maturing June 15, 2022 with monthly payments of approximately $41,000 plus interest secured by substantially all assets.

 

$

4,253

 

$

4,751

 

 

 

 

 

 

 

Devicix Acquistion Note 1 payable to DeLange Holdings bears interest rate of 4.0% per annum, maturing July 1, 2019.

 

 

156

 

 

394

 

 

 

 

 

 

 

Devicix Acquistion Note 2 payable to DeLange Holdings bears interest rate of 4.0% per annum, maturing July 1, 2019.

 

 

203

 

 

512

 

 

 

4,612

 

 

5,657

Discount on Devicix Notes Payable

 

 

(23)

 

 

(63)

Debt issuance Costs

 

 

(185)

 

 

(238)

Total long-term debt

 

 

4,404

 

 

5,356

Current maturities of long-term debt

 

 

(780)

 

 

(1,003)

Long-term debt - net of current maturities

 

$

3,624

 

$

4,353

 

Future maturity requirements for long‑term debt outstanding as of December 31, 2018, are as follows:

 

 

 

 

 

Years Ending December 31,

    

Amount

2019

 

$

857

2020

 

 

498

2021

 

 

498

2022

 

 

2,759

 

 

$

4,612

 

During the third quarter of fiscal year 2017, the Company entered into a five-year lease of equipment used in the normal course of business with a principal borrowing amount of $1,096. The lease qualified as a capital lease and is accounted for accordingly, based on an effective interest rate of 4.97%. As of December 31, 2017, the property held under the capital lease was $1,103.

 

The Company entered into a second lease in September 2017, with a four year, six-month term used in the normal course of business with a principal borrowing amount of $502. The lease qualified as a capital lease and is accounted for accordingly, based on an effective interest rate of 6.22%. As of December 31, 2017, the property held under the capital lease was $421. As of December 31, 2018, the Company had no depreciation expense related to the leased assets as it was not in operational use and related implementation costs were not complete.

 

The Company has lease financing facilities for property and equipment. The obligations are collateralized by the property underlying lease. Total cost of the leased equipment was $1,624 at December 31, 2018 and $1,524 at December 31, 2017.

 

Current maturities of capital leases were $337 at December 31, 2018 and $295 at December 31, 2017.

 

Interest expense related to the leased assets was $91 and $9 for the years ended December 31, 2018 and 2017, respectively. Depreciation expense related to the leased assets was $201 and $0 for the years ended December 31, 2018 and 2017, respectively.

 

Approximate future minimum lease payments under non-cancelable capital leases subsequent to December 31, 2018 are as follows:

 

 

 

 

 

Years Ending December 31,

    

Amount

2019

 

$

398

2020

 

 

398

2021

 

 

398

2022

 

 

211

2023

 

 

 2

Total noncancelable future lease commitments

 

$

1,407

Less: interest

 

 

(119)

Present value of obligations under capital leases

 

$

1,288