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Debt
9 Months Ended
Sep. 30, 2012
Debt [Abstract]  
Debt

12.  Debt 

 

GE Credit Agreement 

 

On October 28, 2011 CryoLife amended and restated its March 26, 2008 credit agreement with GE Capital (the “GE Credit Agreement”) which provides revolving credit for working capital, acquisitions, and other corporate purposes.  The amendment increased the borrowing capacity under the GE Credit Agreement from $15.0 million to $20.0 million (including a letter of credit subfacility) and extended the expiration from October 31, 2011 to October 28, 2014.  The initial commitment may continue to be reduced or increased from time to time pursuant to the terms of the GE Credit Agreement.  In September 2012 the Company amended the agreement to allow the payment of cash dividends subject to satisfaction of specified conditions.  Since 2009, as requested by the German courts, the Company has been maintaining a letter of credit of $157,000 relating to the Company’s patent infringement legal proceeding against Tenaxis, Inc. (“Tenaxis”) in Germany, which reduces the aggregate borrowing capacity.  The letter of credit had a one-year initial term and automatically renews for additional one-year periods.  The Company plans to terminate the letter of credit in the fourth quarter of 2012 due to the settlement agreement with Tenaxis as previously discussed in the Company’s Form 10-Q for the quarter ended June 30, 2012.  

 

The GE Credit Agreement places limitations on the amount that the Company may borrow and includes various affirmative and negative covenants, including financial covenants such as a requirement that CryoLife (i) not exceed a defined leverage ratio, (ii) maintain a minimum adjusted earnings subject to defined adjustments as of specified dates, and (iii) not make or commit capital expenditures in excess of a defined limitation.  As required under the terms of the GE Credit Agreement, the Company is maintaining cash and cash equivalents of at least $5.0 million in accounts in which GE Capital has a first priority perfected lien.  These amounts are recorded as restricted cash and securities as of September 30, 2012 and December 31, 2011 on the Company’s Summary Consolidated Balance Sheets, as they are restricted for the term of the GE Credit Agreement.  Also, the GE Credit Agreement requires that after giving effect to a stock repurchase the Company maintain liquidity, as defined within the agreement, of at least $20.0 million.  The GE Credit Agreement includes customary conditions on incurring new indebtedness.  Commitment fees are paid based on the unused portion of the facility.  As of September 30, 2012 the Company was in compliance with the covenants of the GE Credit Agreement.   

 

Amounts borrowed under the GE Credit Agreement are secured by substantially all of the tangible and intangible assets of CryoLife and its subsidiaries and bear interest as determined by GE Capital at either LIBOR, with a minimum rate of 4.25%, or GE Capital’s base rate, with a minimum rate of 3.25% each, plus the applicable margin.  As of September 30, 2012 and December 31, 2011 the outstanding balance of the GE Credit Agreement was zero, the aggregate interest rate was 6.50%, and the remaining availability was $19.8 million.   

 

Other 

 

            Interest expense was $42,000 and $159,000 for the three and nine months ended September 30, 2012, respectively, and $49,000 and $116,000 for the three and nine months ended September 30, 2011, respectively.  Interest expense for the nine months ended September 30, 2012 and 2011 included interest on debt, capital leases, and uncertain tax positions.