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Note 10 - Debt
9 Months Ended
Sep. 30, 2015
Notes to Financial Statements  
Debt Disclosure [Text Block]
(
10
)
DEBT
 
As of the indicated dates, the Partnership had the following short and long-term debt outstanding (in thousands):
 
 
 
September 30,
2015
   
December 31,
2014
 
Short-Term Debt
 
 
 
 
 
 
 
 
2015 Bridge Loan (due 2016)
(1)
  $ 2,835     $  
Long-Term Debt
 
 
 
 
 
 
 
 
Revolving Credit Facility (due 2017)
  $ 1,000     $  
2010 Term Loan (due 2020)
    5,075       5,775  
2015 6-Year Term Loan (due 2021)
    4,886        
2015 20-Year Term Loan (due 2045)
    5,265        
Other
    23        
Total principal amount of long-term debt
    16,249       5,775  
Less: current portion of long-term debt
    2,202       1,050  
Total long-term debt outstanding
  $ 14,047     $ 4,725  
_______________________
(1)   Maturity date for the 2015 Bridge Loan may be earlier than 2016. See description of the 2015 Bridge Loan below.
 
The following table summarizes the Partnership’s principal maturities of its debt (in thousands):
 
 
 
Payments Due by Period
 
 
 
Total
 
 
 
2015
(1)
 
 
2016
 
 
 
2017
 
 
 
2018
 
 
 
2019
   
Remaining
 
Debt
  $ 19,084     $ 485     $ 5,037     $ 3,194     $ 2,188     $ 2,188     $ 5,992  
________________________
(1)   For remainder of 2015.
 
Credit Agreement
with AgCredit PCA
 
Pursuant to the Fourth Amended and Restated Credit Agreement, dated July 15, 2010 (as amended, the “Prior PCA Credit Agreement”), by and between the Partnership and the Partnership’s wholly owned subsidiary Royal, as the borrowers, and American AgCredit, PCA, as lender (“AgCredit PCA”), the Partnership had a revolving credit facility for $5 million (the “Revolving Credit Facility”) and an existing term loan of $10.5 million dollars (the “2010 Term Loan”). The Prior PCA Credit Agreement was amended on various dates in 2011 through February 27, 2015, to extend the maturity date of the Revolving Credit Facility. 
 
 
On March 27, 2015, the Partnership and each of its wholly owned subsidiaries RHR, Royal and RHS, as the borrowers (the “Borrowers”), and AgCredit PCA, as lender and as agent for such other persons who may be added as lenders from time to time, entered into an Amended and Restated Credit Agreement that amended and restated the terms of the Partnership’s outstanding borrowings with AgCredit PCA (as amended by the First PCA Credit Agreement Amendment, the Second PCA Credit Agreement Amendment and the Third PCA Credit Agreement Amendment (each defined below), the “Amended PCA Credit Agreement”) The Amended PCA Credit Agreement (i) increased the amount of the Revolving Credit Facility from $5 million to $9 million and extended its maturity from March 31, 2015, to March 27, 2017; (ii) reduced the interest rate of the 2010 Term Loan; and (iii) added a new term loan of $5.25 million that matures on March 27, 2021 (the “2015 6-Year Term Loan”).
  
Pursuant to the Amended PCA Credit Agreement, the Revolving Credit Facility, the 2010 Term Loan, the 2015 6-Year Term Loan and the 2015 Bridge Loan (as defined below) are collateralized by all of the personal and real property assets of the Borrowers. The Amended PCA Credit Agreement contains certain restrictions associated with partner distributions, further indebtedness, sales of assets, and maintenance of certain financial covenants.
 
In connection with the Becker Property Acquisition (defined in Note 16 below), the Partnership and its subsidiaries entered into the First Amendment to Amended and Restated Credit Agreement with AgCredit PCA, effective as of June 15, 2015 (the “First PCA Credit Agreement Amendment”). On June 29, 2015, the Partnership and its subsidiaries entered into a Second Amendment to Amended and Restated Credit Agreement with AgCredit PCA (the “Second PCA Credit Agreement Amendment”) to delete a financial covenant for the quarter ended June 30, 2015. On September 22, 2015, the Borrowers and its subsidiaries entered into a Third Amendment to Amended and Restated Credit Agreement with AgCredit PCA (the “Third PCA Credit Agreement Amendment”) to delete a financial covenant for the quarter ended September 30, 2015.
 
As of December 31, 2014, the Partnership was not in compliance with the terms and conditions of the Prior PCA Credit Agreement, which non-compliance was waived by AgCredit PCA
 
Revolving Credit Facility
.
The Amended PCA Credit Agreement increased the Revolving Credit Facility from $5 million to $9 million and extended the maturity from March 31, 2015, to March 27, 2017. Advances under the Revolving Credit Facility bear interest based on an election made by the Partnership at the time of the advance at either LIBOR rates or at the base rate of the higher of (a) one-half of one percent (0.50%) per annum in excess of the latest Federal Funds Rate (as defined in the Amended PCA Credit Agreement); and (b) the prime rate of interest in effect for such day as published from time to time in
The Wall Street Journal
. The Partnership is required to pay a fee of 0.375% per annum on the daily unused portion of the Revolving Credit Facility. The interest rate on the Revolving Credit Facility at September 30, 2015, was 4.0% per annum.
 
As of September 30, 2015, the outstanding balance on the Revolving Credit Facility was $1.000 million, compared with no balance outstanding as of December 31, 2014.
 
2010 Term Loan
.
The Prior PCA Credit Agreement provided for the 2010 Term Loan of $10.5 million, which matures on July 1, 2020. The Amended PCA Credit Agreement left the 2010 Term Loan in place but reduced the fixed interest rate under the 2010 Term Loan from 6.5% per annum to 6.0% per annum. As of September 30, 2015, and December 31, 2014, the outstanding balance on the 2010 Term Loan was $5.075 million and $5.775 million, respectively.
 
2015 6-
Year Term Loan
.
The Amended PCA Credit Agreement provided for the 2015 6-Year Term Loan of $5.25 million, which matures on March 27, 2021. The 2015 6-Year Term Loan bears interest at a fixed rate of 4.01% per annum. The Partnership used the proceeds of the 2015 6-Year Term Loan to replace working capital used to construct phase 1 of the Partnership’s drying plant and to finance the construction of Phase 2 of its drying plant.
As of September 30, 2015, the outstanding balance on the 2015 6-Year Term Loan was $4.886 million.
 
2015 Bridge Loan.
The First PCA Credit Agreement Amendment provided for a bridge loan of $2.835 million (the “2015 Bridge Loan”), which matures on the earlier of (a) March 15, 2016, or (b) the date that the Partnership or any of its wholly subsidiaries receives net proceeds from any issuance of equity, subject to certain exceptions. The 2015 Bridge Loan bears interest at the base rate plus three quarters of one percent (0.75%) where the base rate is the higher of (i) one half of one percent (0.5%) per annum in excess of the latest Federal Funds Rate, and (ii) the prime rate of interest in effect for such day as published from time to time in
The Wall Street Journal
. The 2015 Bridge Loan is collateralized by all personal and real property assets of the Borrowers
,
including a second priority interest in the properties acquired in the Becker Property Acquisition. The proceeds of the 2015 Bridge Loan were used by the Partnership on June 16, 2015, for the Becker Property Acquisition. As of September 30, 2015, the outstanding balance on the Bridge Loan was $2.835 million
 
2015 20-Year Term Loan
 
Also in connection with the Becker Property Acquisition, the Partnership entered into a Credit Agreement, effective June 15, 2015 (the “FLCA Credit Agreement”), with American AgCredit, FLCA (“Ag Credit FCLA”), providing for a $5.265 million, 20-year term loan (“2015 20-Year Term Loan”). The 2015 20-Year Term Loan bears interest at a fixed rate of 5.29% per annum and requires quarterly payments, with fixed principal reductions, over the term. The 2015 20-Year Term Loan matures on July 1, 2035. The Partnership used the proceeds of the 2015 20-Year Term Loan for the Becker Property Acquisition. The 2015 20-Year Term Loan is secured by a mortgage on the properties acquired in the Becker Property Acquisition. As of September 30, 2015, the outstanding balance on the 2015 20-Year Term Loan was $5.265 million.