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SUBSEQUENT EVENTS
12 Months Ended
Dec. 31, 2019
SUBSEQUENT EVENTS  
SUBSEQUENT EVENTS

NOTE 19—SUBSEQUENT EVENTS

On January 13, 2020, the Company entered into a Third Amendment to the New Centre Lane Facility that, among other things, redefined and changed the minimum leverage ratio requirement and changed the minimum consolidated Adjusted EBITDA and minimum liquidity requirements. In addition, the New Centre Lane Agreement increased the Prepayment Premium to 2% beginning on January 13, 2020 and to 1% beginning January 14, 2021 and thereafter. The New Centre Lane Agreement also waived the requirement to prepay future cash proceeds generated from the Company’s Rights Offering (as defined below) and any event of default that would otherwise result from failure to pay such amounts. The Company’s expense related to the New Centre Lane Agreement was $0.2 million and will be included in general and administrative expenses on the consolidated statement of operations for the three months ended March 31, 2020.

On January 13, 2020, the Company entered into a Third Amendment to the MidCap Facility that, among other things, increased the maximum principal amount from $15.0 million to $25.0 million and extended the maturity date to October 11, 2022. In addition, the MidCap Agreement redefinded and changed the minimum leverage ratio requirement and changed the minimum consolidated Adjusted EBITDA and minimum liquidity requirements. Further, beginning on January 13, 2020 the MidCap Agreement changed the terms of the origination fee to 2.0% in the first two years, 1.5% for the third year, and 1.0% in the first nine months of the fourth year. The Company’s expense related to the MidCap Agreement was $0.2 million and will be included in general and administrative expenses on the consolidated statement of operations for the three months ended March 31, 2020.

In addition to the above, both the Centre Lane Agreement and the MidCap Agreement require certain Canadian subsidiaries of the Company to become guarantors under the respective credit agreement and to grant liens on their assets to secure such guarantees.  The Company was also required to complete its Rights Offering on or before March 13, 2020. The New Centre Lane Agreement and the MidCap Agreement both waive the requirement to prepay future cash proceeds generated from the Company’s recent Rights Offering and any event of default that would otherwise result from failure to pay such amounts.  – check this last sentence for accuracy against the MidCap Agreement.

On March 6, 2020, the Company announced the results of its fully backstopped $7.0 million registered offering of subscription rights to purchase shares of the Company’s common stock to existing holders of the Company’s common stock (the “Rights Offering”) following the expiration of the subscription period on March 2, 2020. The Rights Offering, in which 5,384,615 shares of common stock were available for subscription at a price of $1.30 per share, was oversubscribed by 2,960,021 shares. The Rights Offering was backstopped by a commitment from Wynnefield Capital, Inc. to purchase any unsubscribed shares of common stock. However, the backstop was not utilized due to demand from other shareholders participating in the offering and oversubscription. The distribution of all new shares took place on March 6, 2020. 

The Company’s business could be adversely affected by the effects of widespread outbreak of contagious disease, including the recent outbreak of respiratory illness caused by COVID-19, novel coronavirus first identified in Wuhan, Hubei Province, China. Any outbreak of contagious diseases and other adverse public health developments could have a material and adverse effect on the Company’s business operations. These could include disruptions or restrictions on the Company and its employees’ ability to travel or to distribute services and materials, as well as temporary closures of the facilities of its suppliers or customers. Any disruption of the Company’s suppliers or customers would likely impact its sales and operating results. In addition, a significant outbreak of contagious diseases in the human population could result in a widespread health crisis that could adversely affect both the U.S. and global economy and financial markets, resulting in an economic downturn that could impact the Company’s operating results. For instance, COVID-19 has caused volatility in the global financial markets and threatened a slowdown in the global economy. While it is not possible at this time to estimate the impact that COVID-19 could have on the Company’s operations, the continued spread of COVID-19, the measures taken by the governments of countries affected, actions taken to protect employees, and the impact of the pandemic on various business activities in affected states and countries could adversely affect the Company’s financial condition, results of operations and cash flows.