Long-term Debt and Obligations

3 Months Ended

Mar. 31, 2015

Debt Disclosure [Abstract]

Long-term Debt and Obligations

9. Long-term Debt and Obligations

In April 2014, the Company entered into a term loan agreement under which it may borrow up to $45.0 million, or up to an aggregate of approximately $51.0 million if the Company elects to exercise in full an option to defer payment of a portion of the interest that would accrue on the borrowing under the term loan agreement. Upon initial closing, the Company borrowed $20.0 million, the proceeds of which were primarily used to repay the outstanding balance under a previous credit facility plus a related $1.0 million end of term payment, a $0.3 million make-whole premium, and interest accrued. The Company incurred and recorded a total charge to interest expense of $1.4 million related to the repayment of its previous credit facility including a loss on extinguishment of debt of $0.6 million in the second quarter of 2014.

In October 2014, the Company borrowed an additional $10.0 million under the term loan agreement. The Company may borrow up to an additional $15.0 million under the agreement no later than May 2015, subject to a revenue requirement. All borrowings under the term loan agreement accrue interest at 12.5% annually, payable quarterly, of which 3.5% can be deferred during the first four years of the term at the Company’s option and paid together with the principal. During 2014, the Company exercised its option to defer payment of the 3.5% accrued interest and is required to pay only interest for the first five years of the term. Principal payments are due in four equal installments during the sixth year of the term. The Company has the option to prepay the term loans, in whole or in part, at any time subject to payment of a redemption fee of up to 4%, which declines over the term. The term loan agreement contains customary conditions to borrowings, events of default and negative covenants, including covenants that could limit the Company’s ability to, among other things, incur additional indebtedness, liens or other encumbrances, make dividends or other distributions; buy, sell or transfer assets; engage in any new line of business; and enter into certain transactions with affiliates. The term loan agreement also includes liquidity and revenue-based financial covenants. The Company must satisfy certain minimum annual revenue requirements, specifically $55.0 million for 2015 with annual increases of $15.0 million for each fiscal year thereafter. If the Company’s actual revenues are below the minimum annual revenue requirement for any given year, the Company may avoid a related default by generating proceeds from an equity or subordinated debt issuance equal to the shortfall between its actual revenues and the minimum revenue requirement. The Company was in compliance with its covenants as of March 31, 2015. The Company’s obligations under the term loan agreement are collateralized by substantially all of its assets.

Borrowings, including current portion, consisted of the following (in thousands):

	March 31, 2015			December 31, 2014
Term loans payable	$	30,687		$	30,420
Capital leases		487			506
		31,174			30,926
Less: Current portion		(271	)		(251	)
Non-current portion	$	30,903		$	30,675

Scheduled future principal payments under outstanding debt obligations were as follows at March 31, 2015 (in thousands):

2015	$	203
2016		226
2017		58
2018		—
2019		23,015
Thereafter		7,672
	$	31,174