XML 63 R17.htm IDEA: XBRL DOCUMENT v2.4.0.8
Long-Term Debt and Capital Lease Obligations
12 Months Ended
Jun. 30, 2014
Debt Disclosure [Abstract]  
Long-Term Debt and Capital Lease Obligations
Long-Term Debt and Capital Lease Obligations
Long-term debt and capital lease obligations as of June 30, 2014 and 2013 were comprised of the following:
 
2014
 
2013
Revolving credit facility
$

 
$

Subordinated debt:
 
 
 
CAH note payable

 
2,448

HMG note payable

 
1,500

Other notes payable
348

 
1,031

Lease financing obligations
220

 
334

Capital lease obligations
729

 
1,357

 
1,297

 
6,670

Less current portion
(1,025
)
 
(5,313
)
Long-term debt and capital lease obligations
$
272

 
$
1,357



Revolving Credit Facility
On April 16, 2013, the Company and substantially all of its subsidiaries (the "Borrower"), entered into a secured credit agreement (the "Credit Agreement") and related security documentation with RBS Citizens, N.A. as lender, administrative agent, sole lead arranger, and sole book runner and JP Morgan Chase Bank, N.A. as lender and syndication agent. The Credit Agreement provides the Company with a $75,000 five-year secured revolving credit facility with a sublimit of $15,000 available for the issuance of letters of credit. Pursuant to the terms of the Credit Agreement, the Company may request an increase in the amount of the credit facility up to $95,000. The expiration date of the Credit Agreement is April 16, 2018.
Amounts outstanding under the Credit Agreement bear interest at the Base Rate (as defined, generally the prime rate) plus a margin of 1.00% to 1.50% or at LIBOR plus a margin of 2.00% to 2.50%, based on the ratio (measured over a trailing four-quarter period) of consolidated total debt to earnings before interest, taxes, depreciation and amortization ("EBITDA"). The Company's obligations under the Credit Agreement are secured by a pledge of substantially all of its assets and guaranteed by its principal operating subsidiaries. The Credit Agreement also contains cross-default provisions which become effective if the Company defaults on other indebtedness.
Under the Credit Agreement, the Company is required to maintain a fixed charge coverage ratio of no less than 1.25 to 1.00 and to not permit its leverage ratio to exceed 2.00 to 1.00. The Credit Agreement also requires the Company to achieve minimum levels of Consolidated Adjusted EBITDA of (i) $17,000 for the twelve-month period ended June 30, 2014 and (ii) $20,000 for the twelve-month periods ending June 30, 2015 and thereafter. The Company was in compliance with the financial covenants under the Credit Agreement as of June 30, 2014.
As of June 30, 2014 and 2013, the Company had no borrowings outstanding under the Credit Agreement. Letters of credit outstanding were $3,148 and $3,870 as of June 30, 2014 and 2013, respectively. Based upon the leverage covenant, the maximum availability under the Credit Agreement was $68,536 and $58,478 as of June 30, 2014 and 2013, respectively. Funds available to borrow under the Credit Agreement, after consideration of the letters of credit outstanding and indebtedness outstanding of $701 and $5,223, were $64,687 and $49,385 as of June 30, 2014 and 2013, respectively.
CAH Note Payable
In fiscal year 2007, the Company formed a limited liability company, Center Avenue Holdings, LLC ("CAH"), to purchase and remediate certain property in New Jersey. The Company maintains a 70% ownership position in CAH. CAH entered into a term loan agreement with a commercial bank in the amount of approximately $3,200 which bore interest at a fixed rate of 10.0% annually. The loan was secured by the CAH property and was non-recourse to the members of CAH. The proceeds from the loan were used to purchase, and fund the remediation of, the property. CAH entered into several modifications of the loan agreement reducing the interest rate to 6.5% and extending the maturity date until October 1, 2013 (see Note 11). CAH repaid this loan balance in the amount of $2,448 in full on October 1, 2013.
HMG Note Payable
In December 2012, in connection with the purchase of Heschong Mahone Group, Inc., the Company entered into a one-year subordinated promissory note with the sellers pursuant to which the Company agreed to pay $1,500. The note bore interest at a fixed rate of 3.0% per annum. The principal amount outstanding under this note was due and payable on December 31, 2013. The Company repaid this loan balance in the amount of $1,500 in full on that date.
Other Notes Payable
In March 2012, the Company financed $2,195, of which $161 is being accounted for as a capital lease obligation, for a three year software licensing agreement payable in twelve equal quarterly installments of approximately $190 each, including a finance charge of 2.74%. As of June 30, 2014, the balance outstanding under this agreement was $376.
In July 2013, the Company financed $4,904 of insurance premiums, relating to the fiscal year ended June 30, 2014, payable in eleven equal monthly installments of approximately $450 each, including a finance charge of 1.99%. As of June 30, 2014, the balance has been repaid.
Capital Lease Obligations
During fiscal years 2013 and 2012, the Company financed $1,160 and $756, respectively, of furniture, office equipment, and computer equipment under capital lease agreements expiring in fiscal years 2015 and 2016. The assets and liabilities under capital lease agreements are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are amortized over the shorter of their related lease terms or their estimated useful lives. Amortization of assets under capital leases is included in depreciation and amortization in the consolidated statements of operations. The cost of assets under capital leases was $1,916, and accumulated amortization was $1,020 at June 30, 2014. The average interest rates on the capital leases is 2.55% and is imputed based on the lower of the Company's incremental borrowing rate at the inception of each lease or the implicit interest rate of the respective lease.
Future Minimum Long-Term Debt and Capital Lease Obligation Payments
Future minimum long-term debt and capital lease obligation payments as of June 30, 2014 were as follows:
Fiscal Year
 
Debt
 
Lease
Financing
Obligations
 
Capital Lease Obligations
 
Total
2015
 
$
348

 
$
115

 
$
562

 
$
1,025

2016
 

 
50

 
167

 
217

2017
 

 
17

 

 
17

2018
 

 
17

 

 
17

2019
 

 
18

 

 
18

Thereafter
 

 
3

 

 
3

 
 
$
348

 
$
220

 
$
729

 
$
1,297