On March 30, 2011, we and our subsidiary, Gentherm Europe, entered into a credit agreement with a syndicate of banks led by Bank of America (the “US Bank of America credit facility”) and W.E.T. and W.E.T. Automotive Systems Ltd., a Canadian corporation wholly owned by W.E.T., entered into a credit facility with the same syndicate of banks (the “W.E.T. Bank of America credit facility”). We cancelled our then existing credit facility with Comerica Bank. The W.E.T. Term Note proceeds were used to repay then existing W.E.T. senior indebtedness.

The US Bank of America credit facility provided two term notes (referred to as the “US Term Note and Europe Term Note”) and a revolving line of credit note (“US Revolving Note”). The W.E.T. Bank of America credit facility provided W.E.T. with a term note (“W.E.T. Term Note”) and a revolving line of credit note (“W.E.T. Revolving Note”).

On March 30, 2012, the Company entered into the fourth amendment to the US Bank of America credit facility. This amendment removed the requirement that previously obligated Gentherm to make prepayments on its outstanding indebtedness equal to the net proceeds received from the sale of Gentherm common stock in excess of the future obligations owed to the holders of Gentherm’s Series C Convertible Preferred Stock. This amendment permits Gentherm to retain any such excess amounts for general corporate purposes.

On May 16, 2012, W.E.T. sold all remaining shares of its treasury stock to current shareholders. In accordance with the terms of the W.E.T. Bank of America credit facility, net proceeds from the sale of treasury shares, including approximately $6,353 paid by historical Gentherm, were used to pay down the outstanding indebtedness on the W.E.T. term note. W.E.T. made a payment of $8,237 on the euro denominated tranche of the W.E.T. term note.

On December 17, 2012, Gentherm, Gentherm Europe, W.E.T. and the syndicate of banks led by Bank of America entered into amendments of the US Bank of America the W.E.T. Bank of America credit facilities. The US Bank of America credit facility amendment extended both the availability period for draws and the start of the repayment period under the Europe Term Note from January 1, 2013 to June 30, 2014, as well as increased the amount available under the US Revolving Note from $25,000 to $30,000. The W.E.T. Bank of America credit facility amendment increased the amount available under the W.E.T. Revolving Note from €10,000 to €20,000.

The US Term Note and Europe Term Note are subject to quarterly principal payments, with total principal amortization of 10% of the original principal amount in the first year and amortization of 12.5%, 15%, 17.5% and 10% of the original principal amount during years two, three, four and five, respectively with all remaining amounts owing under each term facility due and payable in full at the term loan maturity date. The W.E.T. Term Note is subject to quarterly principal payments totaling 20% annually. With the exception of the Europe Term Note, whose availability period for draws has been extended by 18 months, principal outstanding under the US Term Note and US Revolving Note and W.E.T. Bank of America credit facility will be due and payable in full on March 30, 2016. The Europe Term Note will be due and paid in full on September 30, 2018. Interest is payable at least quarterly. The Company has the option to elect interest rates based on either a Eurocurrency (LIBOR or EUIBOR) rate (“Eurocurrency Rate Loans”) (0.20% – 0.40% at December 31, 2012) or a base rate (“Base Rate Loans”) plus a margin (“Applicable Rate”), which varies based on the Consolidated Leverage Ratio of the Company, as defined by the US and W.E.T. Bank of America credit agreements. The base rate is equal to the highest of the Federal Funds Rate (0.09% at December 31, 2012) plus 0.5%, Bank of America’s prime rate (3.25% at December 31, 2012), or a one month Eurocurrency rate plus 1.0%. The Applicable Rate for the current period was 1.75% for Eurocurrency Rate Loans and 0.75% for Base Rate Loans.

No amounts were outstanding under either the US Revolving Note or the W.E.T. Revolving Note as of December 31, 2012 and $29,550 and €20,000 were available under each note, respectively. Gentherm also has an outstanding Letter of Credit of $450,000 as of December 31, 2012.

On September 11, 2012, we borrowed ¥20,000, or $3,159, from Bank of China to fund a plant expansion project in China. The Bank of China loan is due in lump sum on September 10, 2013 with interest calculated at a fixed rate of 6.9%.

The Company must maintain certain financial ratios including a minimum Consolidated Fixed Charge Coverage Ratio and a maximum Leverage Ratio as defined by the Bank of America credit agreement. The loans are secured by all of the Company’s assets.

As of December 31, 2012, we were in compliance with all terms as outlined in the credit agreement for each of the US Bank of America credit facility, the W.E.T. Bank of America credit facility and the Bank of China loan.

The following table summarizes the Company’s debt at December 31, 2012.


	Interest Rate			Principal Balance
US Term Note		2.06	%	$	29,312
Europe Term Note		1.8	%		4,476
W.E.T. Term Note		2.0	%		18,852
Bank of China		6.9	%		3,172
Capital Leases		5.5	%		1,140
Total debt					56,952

Current portion					(17,218	)

Long-term debt, less current maturities				$	39,734

The following table summarizes the Company’s debt at December 31, 2011.


	Interest Rate			Principal Balance
US Term Note		3.58	%	$	33,250
Europe Term Note		4.32	%		4,389
W.E.T. Term Note		4.09	%		34,903
Capital Leases		5.5	%		3,705
Total debt					76,247

Current portion					(14,570	)

Long-term debt, less current maturities				$	61,677

The scheduled principal maturities of our debt as of December 31, 2012 are as follows:


Year	US Term Note		Europe Term Note		W.E.T. Term Note		Bank of China		Capital Leases		Total
2013	$	4,812	$	—	$	8,094	$	3,172	$	1,140	$	17,218
2014		5,687		542		6,538		—		—		12,767
2015		6,563		558		2,813		—		—		9,934
2016		12,250		3,376		1,407		—		—		17,033

Total	$	29,312	$	4,476	$	18,852	$	3,172	$	1,140	$	56,952

W.E.T. has a capital lease agreement with SAP for an enterprise resource planning system. The term of the lease runs until May of 2013.