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Credit Facility and Term Loans
12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Credit Facility and Term Loans

9.

CREDIT FACILITY AND TERM LOANS

Credit facility and term loans consisted of the following as of December 31, 2018 and 2019:

 

 

 

December 31,

2018

 

 

December 31,

2019

 

Mid Cap Credit facility

 

$

16,455

 

 

$

22,953

 

Less: deferred debt issuance costs

 

 

(1,960

)

 

 

(1,268

)

Less discount associated with issuance of warrants

 

 

(44

)

 

 

(28

)

Total Mid Cap credit facility

 

$

14,451

 

 

$

21,657

 

 

 

 

 

 

 

 

 

 

Horizon Term loan

 

 

15,000

 

 

 

15,000

 

Less: deferred debt issuance costs

 

 

(1,022

)

 

 

(836

)

Less discount associated with issuance of warrants

 

 

(929

)

 

 

(697

)

Total Horizon term loan

 

 

13,049

 

 

 

13,467

 

Less-current portion

 

 

 

 

 

(3,000

)

Term loan-non current portion

 

$

13,049

 

 

$

10,467

 

 

MidCap Credit Facility and Term Loan

On October 16, 2017, the Company entered into a three-year $15.0 million revolving credit facility (“Credit Facility”) with Midcap pursuant to a Credit and Security Agreement (the “Credit and Security Agreement”). The Credit Facility can be, subject to certain conditions, increased to $30.0 million.

As part of the Credit and Security Agreement entered into on October 16, 2017, the Company also obtained a three-year $7.0 million term loan (“Term Loan”) with MidCap. The Term Loan bears interest at LIBOR plus 9.75% for outstanding borrowings and payments on principal are made on a monthly basis. The maturity date of the Term Loan is October 2020.  

On November 23, 2018, the Company exited the Credit Facility with MidCap and entered into a new three-year $25.0 million revolving credit facility (“New Credit Facility”) with MidCap. The New Credit Facility can be increased, subject to certain conditions, to $50.0 million. Loans under the New Credit Facility are determined based on percentages of the Company’s eligible accounts receivable and eligible inventory. The New Credit Facility bears interest at LIBOR plus 5.75% for outstanding borrowings. The Company is required to pay a facility availability fee of 0.5% on the average unused portion of the facility. The New Credit Facility contains a minimum liquidity financial covenant that requires the Company to maintain a minimum of $5.0 million in cash on hand or availability in the New Credit Facility. In 2018, the Company incurred approximately $1.3 million in debt issuance costs which has been offset against the debt and will be expensed over the three years. Unamortized debt issuance costs of $0.7 million, relating to the previous Credit Facility, will be amortized in accordance with the terms of the New Credit Facility. As of December 31, 2018, there was $16.5 million outstanding on the Credit Facility and an available balance of approximately $1.4 million. As of December 31, 2019, there was $23.0 million outstanding on the Credit Facility and an available balance of approximately $0.0 million.  The Company was in compliance with the financial covenants contained within the New Credit Facility as of December 31, 2019.

The Company recorded interest expense from the credit facilities of approximately $1.2 million and $2.5 million for the year-ended December 31, 2018 and 2019, respectively, which included $0.4 million and $0.7 million relating to debt issuance costs, respectively.

On the December 31, 2018, the Company repaid the Term Loan with MidCap for $4.9 million as part of the entering into a new term loan with Horizon Technology Finance Corporation, including $0.1 million of a prepayment penalty. The Company expensed the remaining debt issuance costs related to the Term Loan of $0.2 million, including warrants. The Company recorded interest expense from the Term Loan of less than $0.8 million for the year-ended December 31, 2018, which included less than $0.1 million and less than $0.1 million relating to debt issuance costs.

Horizon Term Loan

On December 31, 2018, the Company entered into a new term loan agreement with Horizon (the “Horizon Loan Agreement”). As part of the agreement, the Company obtained a four-year $15.0 million term loan (“Horizon Term Loan”). The Horizon Term Loan bears interest at 9.90% plus the amount by which one-month LIBOR (or, if LIBOR is no longer widely used or available, a successor benchmark rate, which successor rate shall be applied in a manner consistent with market practice, or if there is no consistent market practice, such successor rate shall be applied in a manner reasonably determined by Horizon) exceeds 2.50% for outstanding borrowings and payments on principal are made on a monthly basis. The maturity date of the Horizon Term Loan is January 2023. The Horizon Term Loan contains minimum required EBITDA financial covenants that require the Company to achieve EBITDA of certain amounts based on the amount that the Company is permitted to borrow under the New Credit Facility (the “Revolving Line Indebtedness Cap”). The Horizon Loan Agreement also contains a cash collateral covenant that requires the Company to maintain a cash collateral account with an amount based on the Revolving Line Indebtedness Cap. The term loan payments of principal under the Horizon Term Loan as of December 31, 2019 are as follows:

 

 

 

Year-Ending

December 31

 

2020

 

$

3,000

 

2021

 

 

6,000

 

2022

 

 

6,000

 

2023

 

 

 

Thereafter

 

 

 

Total term loan payments

 

$

15,000

 

 

In connection with the Horizon Loan Agreement, the Company issued warrants to purchase 76,923 shares of its common stock at an exercise price of $15.60 per share. The warrants are exercisable and expire ten years from the date of issuance. The Company utilized the Binomial option-pricing model to determine the fair value of the warrants. The fair value of the warrants on issuance was $0.9 million, which has been recorded as a debt discount against the Horizon Term Loan.

The Company incurred approximately $1.0 million in debt issuance costs which has been offset against the debt and will expense over the term of the loan.

The New Credit Facility and Horizon Term Loan contain a minimum liquidity covenant that requires the Company to maintain at minimum $5.0 million in unrestricted cash at all times, subject to increases based on amounts drawn. Further, there are additional covenants that, among other things, restrict the ability of the Company and certain of its subsidiaries to (i) incur, assume or guarantee additional indebtedness; (ii) pay dividends or redeem or repurchase capital stock; (iii) make other restricted payments; (iv) incur liens; (v) redeem debt that is junior in right of payment to the notes; (vi) sell or otherwise dispose of assets, including capital stock of subsidiaries; (vii) enter into mergers or consolidations; and (viii) enter into transactions with affiliates. These covenants are subject to a number of important exceptions and qualifications.

As of December 31, 2019, there was $15.0 million outstanding on the Horizon Term Loan and the Company was in compliance with the financial covenants contained within the loan. The Company recorded interest expense from the Horizon Term Loan of $0.0 million and $2.0 million for the year-ended December 31, 2018 and 2019, respectively, which included $0.5 million and $0.3 million, respectively, relating to debt issuance costs.

 

Interest expense, net

Interest expense, net consisted of the following for the years-ended December 31, 2018 and 2019:

 

 

 

December 31,

2018

 

 

December 31,

2019

 

Interest expense

 

$

2,354

 

 

$

4,532

 

Interest income

 

 

(1

)

 

 

(146

)

Total Interest expense, net

 

$

2,353

 

 

$

4,386