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Credit Facility and Term Loans
9 Months Ended
Sep. 30, 2020
Debt Disclosure [Abstract]  
Credit Facility and Term Loans

6.CREDIT FACILITY AND TERM LOANS

Credit facility and term loans consisted of the following as of December 31, 2019 and September 30, 2020:

 

 

 

December 31,

2019

 

 

September 30,

2020

 

 

 

(in thousands)

 

MidCap credit facility

 

$

22,953

 

 

$

14,184

 

Less: deferred debt issuance costs

 

 

(1,268

)

 

 

(749

)

Less discount associated with issuance of warrants

 

 

(28

)

 

 

(17

)

Total MidCap credit facility

 

$

21,657

 

 

$

13,418

 

 

 

 

 

 

 

 

 

 

Horizon term loan

 

$

15,000

 

 

$

14,000

 

Less: deferred debt issuance costs

 

 

(836

)

 

 

(628

)

Less discount associated with issuance of warrants

 

 

(697

)

 

 

(522

)

Total Horizon term loan

 

 

13,467

 

 

 

12,850

 

Less-current portion

 

 

(3,000

)

 

 

(6,500

)

Term loan-non current portion

 

$

10,467

 

 

$

6,350

 

 

MidCap Credit Facility and Term Loan  

On November 23, 2018, the Company entered into a three-year $25.0 million revolving credit facility (the “Credit Facility”) with MidCap Financial Trust (“MidCap”). The Credit Facility can be increased, subject to certain conditions, to $50.0 million. Loans under the Credit Facility are determined based on percentages of the Company’s eligible accounts receivable and eligible inventory. The Credit Facility bears interest at the London Interbank Offered Rate (“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 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 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 a prior three-year revolving credit facility with MidCap, will be amortized in accordance with the terms of the Credit Facility. As of December 31, 2019, there was $23.0 million outstanding on the Credit Facility and an available balance of approximately $0.0 million. As of September 30, 2020, there was $14.2 million outstanding on the Credit Facility and an available balance of $0.4 million. As of September 30, 2020, the Company was in compliance with the financial covenants contained within the Credit Facility.       

The Company recorded interest expense from the Credit Facility of approximately $0.4 million, $0.4 million, $1.9 million and $1.6 million for the three and nine months ended September 30, 2019 and 2020 respectively, which included less than, $0.2 million for each three month period and approximately $0.5 million for each nine month period, respectively, relating to debt issuance costs.

Horizon Term Loan

On December 31, 2018, the Company entered into a term loan agreement (the “Horizon Loan Agreement”) with Horizon Technology Finance Corporation (“Horizon”). As part of the agreement, the Company obtained a five-year $15.0 million term loan (the “Term Loan”). The 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 Term Loan is January 2023. The 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 above $25.0 million under the 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.

In connection with the Horizon Loan Agreement, the Company issued to Horizon 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 Term Loan.

The Company incurred approximately $1.0 million in debt issuance costs which has been offset against the debt and will be expensed over the five year term of the Term Loan.

The Credit Facility and the 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 exceptions and qualifications.

As of December 31, 2019, and September 30, 2020 there was $15.0 million and $14.0 million, respectively, outstanding on the Term Loan and the Company was in compliance with the financial covenants. The Company recorded interest expense from the Term Loan of $0.5 million, $0.5 million, $1.5 million and $1.5 million for the three and nine months ended September 30, 2019 and 2020, respectively, which included approximately $0.1 million for each of the three months ended September 30, 2019 and 2020 and $0.4 million for each of the nine months ending September 30, 2019 and 2020, relating to debt issuance costs for each period, respectively.

Interest Expense, Net

Interest expense, net consisted of the following for the three and nine months ended September 30, 2019 and 2020:

 

 

 

Three Months Ended

 

 

 

September 30, 2019

 

 

September 30, 2020

 

 

 

(in thousands)

 

Interest expense

 

$

955

 

 

$

960

 

Interest income

 

 

(80

)

 

 

(26

)

Total Interest expense, net

 

$

875

 

 

$

934

 

 

 

 

Nine Months Ended

 

 

 

September 30, 2019

 

 

September 30, 2020

 

 

 

(in thousands)

 

Interest expense

 

$

3,456

 

 

$

3,177

 

Interest income

 

 

(88

)

 

 

(57

)

Total Interest expense, net

 

$

3,368

 

 

$

3,120