

NOTE 10	FINANCING ARRANGEMENTS

The Company entered into a credit facility on April 15, 2015 with JPMorgan Chase Bank, N.A., Toronto Branch as Canadian Administrative Agent, JPMorgan Chase Bank, National Association, as administrative agent, and each lender from time to time party thereto (the Credit Agreement). The Credit Agreement, which replaced an uncollateralized line of credit of $10,500 with Wells Fargo maturing November 30, 2016, provides for a syndicated senior revolving credit facility up to $125,000 with a maturity date of April 15, 2020. Wells Fargo, a participating lender under the Credit Agreement holds the majority of the Company's cash and cash equivalents. One member of the Company's Board of Directors, who served through May 2016, is also on the Board of Directors of Wells Fargo & Company, the parent company of Wells Fargo.

Simultaneous with execution of the Credit Agreement, Raven, Aerostar, Vista, and Integra entered into a guaranty agreement in favor of JPMorgan Chase Bank National Association in its capacity as administrator under the Credit Agreement for the benefit of JPMorgan Chase Bank N.A., Toronto Branch and the lenders and their affiliates under the Credit Agreement.

Unamortized debt issuance costs associated with this Credit Agreement were $352 and $461 at January 31, 2017 and January 31, 2016, respectively, and are included in "Other assets" in the Consolidated Balance Sheets. Loans or borrowings defined under the Credit Agreement bear interest and fees at varying rates and terms defined in the Credit Agreement based on the type of borrowing as defined. The Credit Agreement includes annual administrative and unborrowed capacity fees. Such fees were $215 and $213 for the years ended January 31, 2017 and January 31, 2016, respectively.

The Credit Agreement also contains customary affirmative and negative covenants, including those relating to financial reporting and notification, limits on levels of indebtedness and liens, investments, mergers and acquisitions, affiliate transactions, sales of assets, restrictive agreements, and change in control as defined in the Credit Agreement. The Company requested and received the necessary covenant waivers relating to its late filing of financial information in fiscal 2017. Financial covenants include an interest coverage ratio and funded indebtedness to earnings before interest, taxes, depreciation, and amortization as defined in the Credit Agreement. The Company is in compliance with all financial covenants set forth in the Credit Agreement.

Letters of credit (LOC) totaling $664 issued under the previous line of credit with Wells Fargo were outstanding at January 31, 2016. These LOC primarily support self-insured workers' compensation bonding. All but one $50 LOC has been transferred and issued under the Credit Agreement as of January 31, 2017. At January 31, 2017, $464 of LOCs were outstanding under the Credit Agreement and $50 issued by Wells Fargo was outstanding. Any draws required under the Wells Fargo LOC would be settled with available cash or borrowings under the Credit Agreement. $124,536 was available under the Credit Agreement for borrowings as of January 31, 2017. Loan proceeds may be utilized by Raven for strategic business purposes and for net working capital needs.

There were no borrowings outstanding for any of the fiscal periods covered by this Annual Report on Form 10-K. There have been no borrowings under credit agreements in the last three fiscal years.

Pursuant to the acquisition of SBG and Integra in fiscal year 2015 as described in Note 5 Acquisitions of and Investments in Businesses and Technologies, the Company assumed liabilities including debts to former owners, a line of credit and long-term notes. Although there was a short-term net working capital borrowing under Integra's line of credit, such borrowing and assumed debt was subsequently paid in full and the line of credit was closed. There was no assumed debt outstanding at January 31, 2017, 2016, and 2015. The changes in the outstanding debt are shown below:



	Line of credit			Long-term notes			Notes with former owners and others			Debt Outstanding
Balance at January 31, 2014	$	—		$	—		$	—		$	—
Acquired in business combination	1,465			9,876			648			11,989
Additional borrowings	2,127			—			—			2,127
Debt repayment	(3,592		)	(9,876		)	(648		)	(14,116		)
Balance at January 31, 2015	$	—		$	—		$	—		$	—
Balance at January 31, 2016	$	—		$	—		$	—		$	—
Balance at January 31, 2017	$	—		$	—		$	—		$	—

^(a) The line of credit and long-term notes were assumed in the Integra business combination. The notes with former owners and others were assumed in the SBG business combination.

The Company leases certain vehicles, equipment, and facilities under operating leases. Total rent and lease expense was $2,028, $2,095, and $1,977 in fiscal 2017, 2016, and 2015, respectively.

Future minimum lease payments under non-cancelable operating leases are as follows:



	2018		2019		2020		2021		2022		Thereafter
Minimum lease payments	$	1,647	$	1,276	$	1,208	$	1,188	$	—	$	—