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Notes Payable, net (Tables)
3 Months Ended
Mar. 31, 2020
Debt Disclosure [Abstract]  
Schedule of Debt
Notes payable, net consisted of the following (in thousands):
Indebtedness
 
Borrower
 
Maturity
 
Interest Rate
 
March 31, 2020
 
December 31, 2019
Term loan (7)
 
Ashford Inc.
 
March 19, 2024
 
Base Rate (1) + 2.00% to 2.25% or LIBOR (2) + 3.00% to 3.25%
 
$
35,000

 
$
10,000

Term loan (5) (8)
 
JSAV
 
November 1, 2022
 
One-Month LIBOR (3) + 3.25%
 
12,300

 
12,642

Revolving credit facility (5) (8)
 
JSAV
 
November 1, 2022
 
One-Month LIBOR (3) + 3.25%
 
135

 
2,599

Equipment note (5) (9)
 
JSAV
 
November 1, 2022
 
One-Month LIBOR (3) + 3.25%
 
6,017

 
3,393

Draw term loan (5) (9)
 
JSAV
 
November 1, 2022
 
One-Month LIBOR (3) + 3.25%
 
1,700

 
1,750

Revolving credit facility (5) (10)
 
Pure Wellness
 
On demand
 
Prime Rate (4) + 1.00%
 
40

 
45

Term loan (6) (11)
 
RED
 
April 5, 2025
 
Prime Rate (4) + 1.75%
 
581

 
605

Revolving credit facility (6) (12)
 
RED
 
May 5, 2020
 
Prime Rate (4) + 1.75%
 
246

 
106

Draw term loan (6) (13)
 
RED
 
December 5, 2026
 
Prime Rate (4) + 1.75%
 
1,375

 
1,400

Term loan (6) (14)
 
RED
 
February 1, 2029
 
Prime Rate (4) + 2.00%
 
1,592

 
1,636

Term loan (5) (15)
 
RED
 
July 17, 2029
 
6.0% (16)
 
1,663

 
1,674

Term loan (5) (16)
 
RED
 
July 17, 2022
 
6.5%
 
900

 
960

Draw term loan (5) (17)
 
RED
 
February 5, 2028
 
Prime Rate (4) + 2.00%
 
1,575

 

Notes payable
 
 
 
 
 
 
 
63,124

 
36,810

Less deferred loan costs, net
 
 
 
 
 
 
 
(673
)
 
(227
)
Notes payable less net deferred loan costs
 
 
 
 
 
 
 
62,451

 
36,583

Less current portion
 
 
 
 
 
 
 
(57,944
)
 
(3,550
)
Notes payable, net - non-current
 
 
 
 
 
 
 
$
4,507

 
$
33,033

__________________
(1)
Base Rate, as defined in the term loan agreement, is the greater of (i) the prime rate set by Bank of America, or (ii) federal funds rate plus 0.50%, or (iii) LIBOR plus 1.00%.
(2)  
Ashford Inc. may elect a 1, 2, 3 or 6 month LIBOR period for each borrowing.
(3)  
The one-month LIBOR rate was 0.99% and 1.76% at March 31, 2020 and December 31, 2019, respectively.
(4)  
Prime Rate was 3.25% and 4.75% at March 31, 2020 and December 31, 2019, respectively.
(5)  
Creditors do not have recourse to Ashford Inc.
(6) 
Creditors have recourse to Ashford Inc.
(7) 
On March 19, 2020, the Company amended and restated the senior revolving credit facility pursuant to a Fourth Amendment to the Term Loan Agreement. The Company converted and consolidated the existing $10 million borrowing under the senior revolving credit facility (which had been borrowed on a revolving basis) into a term loan and drew down the remaining $25 million balance of the senior revolving credit facility, borrowing $35 million under the term loan in the aggregate. The Term Loan Agreement has a four year term and a maximum principal amount of $35 million. Principal payments of 1.25% of the outstanding balance are payable on the last business day of each fiscal quarter commencing June 30, 2020. Principal payment amounts are subject to maintaining a fixed charge coverage ratio below specified thresholds which if not met increase the principal payment due each quarter from 1.25% to 5.0% of the outstanding principal balance. The Company is also subject to certain financial covenants. See covenant compliance discussion below.
(8) 
On March 1, 2019, in connection with the acquisition of BAV, JSAV amended the existing term loan and borrowed an additional $5.0 million. The revolving credit facility was also amended to increase the borrowing capacity from $3.0 million to $3.5 million. In connection with the term loan, JSAV entered into an interest rate cap with an initial notional amount totaling $5.0 million and a strike rate of 4.0%. The fair value of the interest rate cap at March 31, 2020 and December 31, 2019, was not material.
(9) 
On March 1, 2019, in connection with the acquisition of BAV, JSAV amended the existing equipment note and draw term note to increase the borrowing capacity to $8.0 million and $2.4 million, respectively. All the loans are partially secured by a security interest on all of the assets and equity interests of JSAV.
(10) 
On April 6, 2017, Pure Wellness entered into a $100,000 line of credit.
(11) 
On March 23, 2018, RED entered into a term loan of $750,000.
(12) 
On February 28, 2019, RED renewed its $250,000 revolving credit facility.
(13) 
On February 27, 2019, RED entered into a draw term loan in the amount of $1.4 million.
(14) 
On August 31, 2018, RED entered into a term loan of $1.8 million.
(15) 
On July 18, 2019, in connection with the acquisition of Sebago, RED entered into a term loan of $1.7 million. The interest rate for the term loan is 6.0% for the first five years. After five years, the interest rate is equal to the Prime Rate plus 0.5% with a floor of 6.0%.
(16) 
On July 18, 2019, in connection with the acquisition of Sebago, RED entered into a term loan of $1.1 million.
(17) 
On March 24, 2020, RED entered into a draw term loan with a maximum aggregate principal amount of $1.9 million. The draw term loan requires payment of interest only until March 5, 2021.