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Credit Facility
12 Months Ended
Dec. 31, 2016
Credit Facility  
Credit Facility

 

10.  Credit Facility

 

The Company is party to a Loan and Security Agreement (“Loan Agreement”) with Silicon Valley Bank (“SVB”), dated as of June 7, 2007, which was amended and restated by the parties on January 27, 2017 (the “Restated Loan Agreement”).

 

On October 20, 2014, the Company amended its Loan Agreement to, among other things, increase the Company’s revolving credit facility from $25,000 to $32,500, add a letter of credit, foreign exchange and cash management facility in an aggregate amount of $2,500 and extend the maturity date to December 30, 2016.

 

On October 21, 2014, SVB issued an irrevocable standby letter of credit in the amount of $1,532 in favor of the landlord as additional collateral pursuant to the terms of the Company’s lease for its new headquarters.  The irrevocable standby letter of credit can be drawn down from amounts available under the credit facility, was for a one-year term, which expired on October 21, 2015, and was automatically extended for an additional one-year term to October 21, 2016.  In connection with delivery by the landlord of additional space under the Company’s lease for its headquarters, on December 11, 2015, the Company amended the irrevocable standby letter of credit to increase the amount from $1,532 to $2,332.

 

On January 27, 2017, the Company and SVB entered into the Restated Loan Agreement.  Under the Restated Loan Agreement, the Company can incur revolver borrowings up to the lesser of $35,000 and a borrowing base equal to 80.0% of eligible accounts receivable. Any outstanding principal amounts borrowed under the Restated Loan Agreement must be paid at maturity. Interest accrues at a floating rate equal to SVB’s prime rate and is payable monthly. In addition, the Company is required to pay a fee of 0.35% of any unused borrowing capacity, which is payable quarterly. The Restated Loan Agreement also includes a letter of credit, foreign exchange and cash management facility up to the full amount of available credit. The credit facility matures in January 2018.

 

The Restated Loan Agreement contains customary conditions to borrowings, events of default and negative covenants, including covenants that restrict the Company’s ability to dispose of assets, merge with or acquire other entities, incur indebtedness, incur encumbrances, make distributions to holders of capital stock, make investments or engage in transactions with affiliates. The Company is also subject to a financial covenant with respect to minimum quick ratio, tested monthly, and trailing twelve-month Adjusted EBITDA, tested quarterly. The Company’s obligations under the credit facility are secured by substantially all of its assets other than its intellectual property, although the Company has agreed not to encumber any of its intellectual property without the lender’s prior written consent. Subject to certain exceptions, the Company is required to maintain all of its cash and cash equivalents at accounts with the Lender.

 

As of December 31, 2015, December 31, 2016, and the date of this filing, the Company had no outstanding borrowings under the credit facility; however, the SVB has issued an irrevocable standby letter of credit in the amount of $2,332 in favor of the landlord as additional collateral pursuant to the terms of the Company’s lease for its headquarters, which can be drawn down from amounts available under the facility.