F – Debt Facilities

A summary of debt facilities is as follows:

(In thousands)	October 31, 2019			April 30, 2019
Revolving lines of credit	$	177,062		$	152,440
Notes payable		137			194
Capital lease		646			839
Debt issuance costs		(875	)		(555	)

Debt facilities	$	176,970		$	152,918

September 30, 2019,

the Company and its subsidiaries, Colonial, ACM and Texas Car-Mart, Inc., a Texas Corporation (“TCM”) entered into the Third Amended and Restated Loan and Security Agreement (the “Agreement”). Under the Agreement, BMO Harris Bank, N.A. replaces Bank of America, N.A. as agent, lead arranger and book manager. Wells Fargo Bank, N.A. also joins the group of lenders. The Agreement also extends the term of the Company’s revolving credit facilities to

September 30, 2022

and increases the total permitted borrowings from

$215

million to

$241

million, including an increase in the Colonial revolving line of credit from

$205

million to

$231

million. The ACM-TCM revolving line of credit commitment remains the same at

$10

million. The Agreement also increases the accordion feature from

$50

million to

$100

million.

The revolving credit facilities are collateralized primarily by finance receivables and inventory, are cross collateralized and contain a guarantee by the Company. The Company also granted a security interest in the equity ownership interests of its subsidiaries. Interest is payable monthly under the revolving credit facilities. The credit facilities provide for

four

pricing tiers for determining the applicable interest rate, based on the Company’s consolidated leverage ratio for the preceding fiscal quarter. The current applicable interest rate under the credit facilities is generally LIBOR plus

2.35%,

4.14%

October 31, 2019

and

4.73%

April 30, 2019.

The credit facilities contain various reporting and performance covenants including (i) maintenance of certain financial ratios and tests, (ii) limitations on borrowings from other sources, (iii) restrictions on certain operating activities and (iv) restrictions on the payment of dividends or distributions.

The distribution limitations under the credit facilities allow the Company to repurchase the Company’s stock so long as either: (a) the aggregate amount of such repurchases after

September 30, 2019

does

not

exceed

$50

million, net of proceeds received from the exercise of stock options, and the total availability under the credit facilities is equal to or greater than

20%

of the sum of the borrowing bases, in each case after giving effect to such repurchases (repurchases under this item are excluded from fixed charges for covenant calculations), or (b) the aggregate amount of such repurchases does

not

exceed

75%

of the consolidated net income of the Company measured on a trailing

twelve

month basis; provided that immediately before and after giving effect to the stock repurchases, at least

12.5%

of the aggregate funds committed under the credit facilities remain available.

The Company was in compliance with the covenants at

October 31, 2019.

The amount available to be drawn under the credit facilities is a function of eligible finance receivables and inventory; based upon eligible finance receivables and inventory at

October 31, 2019,

the Company had additional availability of approximately

$63

million under the revolving credit facilities.

The Company recognized approximately

$115,000

and

$138,000

of amortization for the

six

months ended

October 31, 2019

and

2018,

respectively, related to debt issuance costs. The amortization is reflected as interest expense in the Company’s Condensed Consolidated Statements of Operations.

During the

first

six

months of fiscal

2020

and fiscal

2019,

the Company incurred

$435,000

and

$5,000

in debt issuance costs related to the Agreement. Debt issuance costs of approximately

$875,000

and

$555,000

as of

October 31, 2019

and

April 30, 2019,

respectively, are shown as a deduction from the debt facilities in the Condensed Consolidated Balance Sheets.

December 15, 2015,

the Company entered into an agreement to purchase the property on which

one

of its dealerships is located for a purchase price of

$550,000.

Under the agreement, the purchase price is being paid in monthly principal and interest installments of

$10,005.

The debt matures in

December 2020,

bears interest at a rate of

3.50%

and is secured by the property. The balance on this note payable was approximately

$137,000

and

$194,000

as of

October 31, 2019

and

April 30, 2019,

respectively.

March 29, 2018,

the Company entered into a lease classified as a capital lease. The present value of the minimum lease payments was approximately

$646,000

and

$839,000

as of

October 31, 2019

and

April 30, 2019,

respectively, which is included in Debt facilities in the Consolidated Balance Sheet. The leased equipment is amortized on a straight-line basis over

three

years. As of

October 31, 2019,

and

April 30, 2019,

there was approximately

$258,000

and

$177,000,

respectively, in accumulated depreciation related to the leased equipment.