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Debt
3 Months Ended
Mar. 31, 2017
Debt  
Debt

8. Debt

Debt consists of the following (in thousands):

 

 

 

 

 

 

 

 

    

March 31, 

 

December 31, 

 

 

2017

 

2016

2016 Senior Secured Credit Facility

    

$

233,825

 

$

234,412

Less unamortized debt issuance costs

 

 

(2,004)

 

 

(2,076)

Less unamortized debt discount costs

 

 

(1,461)

 

 

(1,516)

Less current portion

 

 

(2,350)

 

 

(2,350)

 

 

$

228,010

 

$

228,470

Maturities of debt are as follows (in thousands):

 

 

 

As of March 31, 2017:

 

 

Remainder of 2017

$

1,763

2018

 

2,350

2019

 

2,350

2020

 

2,350

2021

 

2,350

Thereafter

 

222,662

 

$

233,825

Senior Secured Credit Facility

On December 15, 2016, RE/MAX, LLC, entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and various lenders party thereto (the “2016 Senior Secured Credit Facility”), which amended and restated a prior credit agreement (the “2013 Senior Secured Credit Facility”).  The 2016 Senior Secured Credit Facility consists of a $235,000,000 term loan facility which matures on December 15, 2023 and a $10,000,000 revolving loan facility which must be repaid on December 15, 2021.  Borrowings under the term loans and revolving loans, if any outstanding, accrue interest at LIBOR (as long as LIBOR is not less than the floor of 0.75%) plus a maximum applicable margin of 2.75%.  As of March 31, 2017, the interest rate was 3.90%.

Mandatory principal payments of approximately $588,000 are due quarterly until the facility matures on December 15, 2023. RE/MAX, LLC may make optional prepayments on the term loan facility at any time without penalty; however, no such optional prepayments were made during the three months ended March 31, 2017.

Under the 2013 Senior Secured Credit Facility, RE/MAX, LLC was required to make additional principal payments out of excess cash flow, as well as from the proceeds of certain asset sales, proceeds from the issuance of indebtedness and from insurance recoveries.  RE/MAX, LLC made an excess cash flow prepayment of $12,727,000 during the three months ended March 31, 2016.  RE/MAX, LLC accounted for the mandatory principal excess cash flow prepayments as early extinguishments of debt and recorded a loss during the three months ended March 31, 2016 of $136,000 related to unamortized debt discount and issuance costs.

Under the 2016 Senior Secured Credit no additional mandatory prepayment and commitment reduction is required if the total leverage ratio as defined by the 2016 Senior Secured Credit Facility as of the last day of such fiscal year is less than 2.75 to 1.0.  RE/MAX, LLC’s total leverage ratio was less than 2.75 to 1.0 as of March 31, 2017, and as a result, RE/MAX, LLC does not expect to make an excess cash flow principal prepayment within the next 12-month period.

As of March 31, 2017, RE/MAX, LLC had $230,360,000 of term loans outstanding, net of an unamortized discount and issuance costs, and no revolving loans outstanding under our 2016 Senior Secured Credit Facility. Whenever amounts are drawn under the revolving line of credit, the 2016 Senior Secured Credit Facility requires compliance with a leverage ratio and an interest coverage ratio. A commitment fee of 0.5% per annum accrues on the amount of unutilized revolving line of credit.