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LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS
12 Months Ended
Dec. 31, 2013
Debt Disclosure [Abstract]  
LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS
LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS

Long-term debt and capital lease obligations consist of the following:
 
December 31,
 
2013
 
2012
Revolver under credit agreement, variable
$
36,000

 
$
6,236

Term loan under credit agreement, variable
222,750

 
225,000

Missouri IRBs at fixed rate of 2.80% at December 31, 2013
7,756

 
8,113

Capital Leases, at fixed rates ranging from 2.04% to 7.73% at December 31, 2013 and 3.00% to 7.73% at December 31, 2012
14,572

 
15,316

Notes payable, principal and interest payable monthly, at fixed rates, up to 3.60% and 3.25% at December 31, 2013 and 2012, respectively
9,533

 
6,034

Total debt
290,611

 
260,699

Less current installments
5,242

 
5,632

Total long-term debt and capital lease obligations
$
285,369

 
$
255,067


 
On December 28, 2012, the Company entered into a credit agreement to provide senior secured credit facilities to finance the Valent acquisition, refinance existing debt, and fund working capital requirements.  The credit agreement was amended on February 7, 2013 in conjunction with its completed syndication, increasing the Company's borrowing limit and reducing its rates. These credit facilities include a revolving credit facility of up to $125,000 and a term loan facility of $225,000.   The agreement was amended again on August 21, 2013 to provide more flexibility on the financial covenants through 2014. Borrowings under the facilities are secured by substantially all of the Company’s assets and bear interest at either the LIBOR rate plus a margin of up to 3.50% and 4.00%, respectively, with a LIBOR floor of 1.25% or the alternate base rate (“ABR”) which is the highest of the following plus a margin of up to 2.50% and 3.00%, respectively, with the applicable margin for the revolving credit facility subject to a a step-down grid, based on the total leverage ratio of the company effective with the start of the second quarter of 2013:
 
Prime rate,
Federal funds rate plus 0.5%
The adjusted Eurodollar rate for an interest period of one month plus 1% or
The 2.25% ABR rate floor

The Company is required to pay a commitment fee of between 0.375% and 0.625% on the unused portion of the revolving credit facility based on the ratio of consolidated net debt to consolidated EBITDA. At December 31, 2013, the commitment fee required was 0.625%.

The maturity dates are subject to acceleration upon breach of the financial covenants (consisting of a maximum total leverage ratio and senior leverage ratio and a minimum fixed charge coverage ratio) and other customary non-financial covenants contained in the credit agreement.  These financial covenants were eased in the amendment dated August 21, 2013 but will align with the levels in the original credit agreement by January 1, 2015. The Company's EBITDA and cash generation over the past year has been lower than originally expected. Without improved EBITDA and cash generation, the Company's risk of non-compliance with the required leverage ratio in the credit agreement will increase. If covenants are not met and modifications or waivers cannot be obtained, it will result in non-compliance with the credit agreement, the occurrence of which could result in the amounts outstanding under the term loan facility and revolving credit facility becoming immediately due and payable. As of December 31, 2013, the Company was in compliance with all of its financial and non-financial covenants.  The revolving credit and term loan facilities mature on the fifth and sixth year anniversary dates of December 28, 2017 and 2018, respectively.

The credit agreement also contains certain restrictive covenants that limit and in some circumstances prohibit, our ability to, among other things, incur additional debt, sell, lease or transfer our assets, pay dividends, make investments, guarantee debt or obligations, create liens, enter into transactions with our affiliates and enter into certain merger, consolidation or other reorganization transactions.  This agreement also requires mandatory prepayments of excess cash at certain leverage levels.  These restrictions could limit our ability to obtain future financing, make acquisitions or needed capital expenditures, withstand the current or future downturns in our business or the economy in general, conduct operations or otherwise take advantage of business opportunities that may arise, any of which could place us at a competitive disadvantage relative to our competitors that have less debt and are not subject to such restrictions.

As part of the acquisition of Valent, the Company assumed debt and capital leases for buildings and equipment that were underwritten to service underlying Industrial Revenue Bonds (“IRBs”) with the City of Washington, Missouri and Fredonia, Kansas.  Monthly payments are scheduled in an amount sufficient to service the total principal and interest of the underlying bonds.  Interest ranges from 2.80% to 7.73% and mature between September 2020 and June 2032.  In addition, the Company assumed a note payable to a prior minority shareholder for $2,000 payable in monthly installments over 36 months.

The Company entered into various notes payable and a capital lease agreement for the purchase of certain equipment in 2012.  The notes are secured by certain equipment and payable in monthly installments including interest ranging from 2.45% to 3.60% through November 2019.  In connection with its acquisition of TASS on August 7, 2012, as discussed in Note 2 above, the company entered into a $1,000 note payable which was paid in full in August 2013 plus interest at 3.25%. In December 2012, the Company entered into a commitment to finance a warehouse in Tulsa, Oklahoma through a $2,200 promissory note.  The note carries a 2.95% fixed rate payable in monthly payments of principal and interest with a balloon payment at maturity on December 28, 2017.  The note is secured by the property and guaranteed by the Company. On March 28, 2013, the Company entered into a $3,550 promissory note at a 3.60% fixed interest rate to finance the purchase of a corporate aircraft.
 
The gross amount of assets recorded under capital leases totaled $17,845 as of December 31, 2013 and is included in the related property, plant and equipment categories.  The Company has appropriately split the deferred financing fees between the revolving credit facility and term loan facility and will amortize the fees over their respective terms.  The long-term debt and capital lease payment obligations including the current portion thereof required in each of the next five years and thereafter are as follows:
Year ending December 31,
Long-Term
Debt (1)
 
Capital Leases
2014
$
4,079

 
$
1,715

2015
4,112

 
1,946

2016
3,536

 
1,915

2017
41,390

 
1,963

2018
214,982

 
2,223

Thereafter
7,940

 
7,672

Total
276,039

 
17,434

Less:  imputed interest

 
(2,862
)
Total
$
276,039

 
$
14,572



(1) Includes principal only