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Debt
3 Months Ended
Sep. 28, 2014
Debt  
Debt

NOTE 8 — Debt

 

Long-term debt payable consists of the following (in thousands):

 

 

 

September 28,
2014

 

June 30,
2014

 

Senior secured revolving commitment

 

$

12,810

 

$

9,310

 

Senior secured term loan

 

43,875

 

43,875

 

Senior secured delayed draw term loan

 

23,700

 

23,700

 

Other

 

 

291

 

Total long-term debt

 

80,385

 

77,176

 

Less: current portion

 

(17,902

)

(14,419

)

Non-current portion

 

$

62,483

 

$

62,757

 

 

Senior Secured Credit Facility

 

On April 7, 2014, six of the Company’s fifteen subsidiaries, AFT, ARC Wireless, Inc., Flomet LLC, GF&F, Tekna Seal LLC, and 3DMT, acting as borrowers (each a “Borrower” and collectively, the “Borrowers”) entered into a Credit Agreement (the “Credit Agreement”) with Citizens Bank as Administrative Agent, Collateral Agent, Sole Lead Arranger and Sole Bookrunner, and Capital One, N.A., as Syndication Agent.  The Credit Agreement provides for availability of up to $90.0 million, consisting of (i) a senior secured revolving commitment in the principal amount of $20.0 million; (ii) a senior secured term loan commitment in the principal amount of $45.0 million; and (iii) a senior secured delayed draw term loan commitment in the principal amount of $25.0 million (the “Credit Facility”).  The obligations of the Borrowers under the Credit Agreement are guaranteed by the Company and its subsidiaries ARC Wireless, LLC, Quadrant Metals Technologies LLC, Advance Tooling Concepts, LLC, and Thixoforming LLC.

 

The Credit Agreement has several borrowing options, including interest rates that are based on: (i) a defined Base Rate (as defined in the Credit Agreement), plus a margin based on the applicable Leverage Ratio, payable monthly; or (ii) an Eurodollar Rate (as defined in the Credit Agreement) plus a margin based on the applicable Leverage Ratio, payable at the end of the applicable interest period for the borrowing and, for interest periods in excess of three months, on the date that is three months after the commencement of the interest period.  The Base Rate represents a rate per annum equal to the highest of (a) Citizens Bank’s then publicly announced prime rate, (b) Federal Funds Rate as then in effect plus 1/2 of 1.0% or (c) the Adjusted Eurodollar Rate (as defined in the Credit Agreement) as then in effect plus 1.0%.  At September 28, 2014, interest rates on borrowings under the Credit Agreement ranged from 3.15% to 5.25%.

 

The Company may voluntarily prepay the loans under the Credit Agreement without penalty or premium.  The Credit Facility contains affirmative and negative covenants that the Company believes are usual and customary for a senior secured credit agreement.  The negative covenants include among other things, limitations on asset sales, mergers and acquisitions, indebtedness, liens, dividends, investments and transactions with affiliates.  The Credit Facility also requires that the Company comply with a maximum leverage ratio and a minimum interest coverage ratio.  As of September 28, 2014, the Company was not in compliance with certain of its debt covenants, however, the Company obtained a waiver from certain provisions in which it was not in compliance.

 

The following schedule represents the Company’s future debt payments as of September 28, 2014 (in thousands):

 

2015 (1)

 

$

17,903

 

2016

 

7,299

 

2017

 

9,017

 

2018

 

10,305

 

2019

 

35,861

 

Total

 

$

80,385

 

 

 

(1)     Represents long-term debt principal payments for the nine month period ending June 30, 2015.