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6. DEBT AND OTHER OBLIGATIONS
9 Months Ended
Sep. 30, 2015
Long-term Debt, Unclassified [Abstract]  
DEBT AND OTHER OBLIGATIONS

Short-term Debt

 

On August 29, 2014, the Company entered into a $20.0 million revolving credit facility, through the execution of a Loan and Security Agreement, by and among the Company, as Guarantor, and certain subsidiaries of the Company and collectively, as Borrower, and Siena Lending Group LLC, as Lender (the “Credit Facility”). The Credit Facility matures on August 29, 2017.

 

Interest on borrowings under the Credit Facility will accrue at the Base Rate plus 2.00% and will be payable monthly. Base Rate is defined as the greater of (1) the Prime Rate, (2) the Federal Funds Rate plus 0.50%, or (3) 3.25%.

 

Borrowings and availability under the Credit Facility are subject to a borrowing base and limitations, and compliance with other terms specified in the agreement. Borrowings under the Credit Facility are secured by a first priority lien on certain of the Company’s and its subsidiaries’ assets. The calculated borrowing base as of September 30, 2015 was $10.2 million, of which $4.1 million was outstanding under letters of credit, $3.7 million was outstanding under borrowings and $2.5 million was unused.

 

The Credit Facility contains certain customary representations and warranties, and certain customary covenants on the Company’s ability to, among other things, incur additional indebtedness, create liens or other encumbrances, sell or otherwise dispose of assets, and merge or consolidate with other entities or enter into a change of control transaction. The Credit Facility contains various events of default and certain cash management and reporting requirements. The Company has met all required covenants under the Credit Facility as of September 30, 2015.

 

Long-term Debt

 

    September 30,     December 31,  
    2015     2014  
Notes payable   $ 990     $ 1,193  
Convertible promissory notes, 4.0%: maturing at various dates through 2016     346       832  
Capitalized lease obligations and other financing     448       1,044  
Total debt and obligations     1,784       3,069  
                 
Long-term debt and obligations due within one year from continuing operations   $ 616     $ 1,790  
                 
Long-term debt and obligations due within one year from discontinued operations   $ 370     $ 94  
                 
Long-term debt and obligations from continuing operations   $ 720     $ 1,077  
                 
Long-term debt and obligations from discontinued operations   $ 78     $ 108  

 

Interest on notes payable is 3.7% and such notes mature in 2019. At the Company’s election, the Company may settle, at any time prior to and including the maturity date, any portion of the outstanding convertible promissory notes’ principal balance of $0.3 million, plus accrued interest, in a combination of cash and shares of common stock. To the extent that the Company’s common stock is part of such settlement, the settlement price is the most recent closing price of the Company’s common stock on the trading day prior to the date of settlement. Although none of these notes have been settled to date with shares, if all notes outstanding at September 30, 2015 were to be settled with shares the Company would issue 329,832 shares of common stock based on the per share value at September 30, 2015.

 

The Company has entered into capitalized lease obligations with third party finance companies to finance the cost of certain equipment. As of September 30, 2015, and December 31, 2014, these obligations bore interest at rates ranging between 4.0% and 18.4%, and are part of liabilities held for sale.

 

The fair value of the Company's debt is estimated based on the current borrowing rates available to the Company for bank loans with similar terms and maturities, and approximates the carrying value of these liabilities.

 

The details of other long-term liabilities are:

 

    September 30, 2015     December 31, 2014  
CoolBrands defined benefit pension plan   $ 1,447     $ 1,487  
Honeycrest Holdings, Ltd. litigation reserve     1,667       1,667  
Other     162       187  
    $ 3,276     $ 3,341