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Debt And Interest Rate Swap Contracts
6 Months Ended
Jun. 30, 2015
Debt Disclosure [Abstract]  
Debt And Interest Rate Swap Contracts

6.     Debt and Interest Rate Swap Contracts    

 

We have a long-term credit facility with Citibank, N.A. (“Citibank”), as administrative agent and lender, and other lenders under a credit agreement that we first entered into with our lenders in August 2007 and have amended and restated from time-to-time.  At June 30, 2015 and December 31, 2014, our credit agreement with Citibank along with Branch Banking and Trust Company (“BB&T”) as additional lender, consisted of a $20.0 million senior, first-priority secured revolving line of credit maturing on November 12, 2016, a $2.6 million term loan maturing on November 12, 2016, and a $25.0 million, 7 year amortizing term loan maturing on June 30, 2020.  The credit agreement is guaranteed by all our active subsidiaries and is secured by the assets of us and those subsidiaries.

 

The credit facility contains three basic financial covenants.  First, under the credit agreement, if cash on hand does not exceed funded indebtedness by at least $5.0 million, then our minimum fixed charge coverage ratio must be in excess of 1.25, where the fixed charge coverage ratio is defined as the ratio of the aggregate of our consolidated Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”) plus our lease expense minus our taxes based on income and payable in cash, divided by the sum of our consolidated interest charges plus our lease expenses plus our scheduled principal payments and dividends, computed over the previous period.  Prior to the fiscal quarter ended June 30, 2015, the fixed charge coverage ratio was based on our financial results for the third quarter 2014 and subsequent fiscal quarters.  Commencing with the most recent fiscal quarter ended June 30, 2015 and continuing thereafter, the fixed charge coverage ratio is now based on our financial results for the previous four fiscal quarters on a rolling basis.  Second, we are required to maintain a minimum consolidated net worth, computed on a quarterly basis, of not less than the sum of $142.1 million, plus an amount equal to 50% of our net income each fiscal year commencing with the 2014 fiscal year, with no reduction for any net loss in any fiscal year, plus 90% of any equity we raise through the sale of equity interests, less the amount of any non-cash charges or losses.  Under our third financial covenant, the ratio of our funded indebtedness to our capitalization, computed as funded indebtedness divided by the sum of funded indebtedness plus stockholders equity, cannot exceed 30%.  As of June 30, 2015, we were in compliance with these financial covenants.   

 

The following table summarizes the balances outstanding on our long-term debt, including our revolving line of credit, with Citibank and BB&T at June 30, 2015 and December 31, 2014:

 

 

 

 

 

 

 

 

 

 

 

 

June 30,

 

December 31,

 

 

 

2015

 

2014

 

 

Revolving line of credit, maturing November 12, 2016

$

 -

 

$

 -

 

 

Term loan, principal of $0.04 million plus interest payable

 

 

 

 

 

 

 

quarterly at variable rates, maturing November 12, 2016

 

1,840 

 

 

1,920 

 

 

Term loan, principal of $0.9 million plus interest payable

 

 

 

 

 

 

 

quarterly at variable rates, maturing June 30, 2020

 

17,857 

 

 

19,643 

 

 

Total debt

 

19,697 

 

 

21,563 

 

 

Less:  Current portion

 

(3,731)

 

 

(3,731)

 

 

Long-term debt, net of current portion

$

15,966 

 

$

17,832 

 

 

 

 

 

 

 

 

 

 

We have used, and intend to continue to use, the proceeds available under the credit facility to support our growth and future investments in working capital, additional Utility Infrastructure equipment, Company-owned distributed generation projects, other capital expenditures, acquisitions and general corporate purposes.

 

 Outstanding balances under the credit facility bear interest, at our discretion, at either the London Interbank Offered Rate ("LIBOR") for the corresponding deposits of U. S. Dollars plus an applicable margin, which is on a sliding scale ranging from 2.00% to 3.25% based upon our leverage ratio, or at Citibank's alternate base rate plus an applicable margin, on a sliding scale ranging from 0.25% to 1.50% based upon our leverage ratio.  Our leverage ratio is the ratio of our funded indebtedness as of a given date, net of our cash on hand in excess of $5.0 million, to our consolidated EBITDA for the four consecutive fiscal quarters ending on such date.  Citibank’s alternate base rate is equal to the higher of the Federal Funds Rate as published by the Federal Reserve of New York plus 0.50%, Citibank’s prime commercial lending rate and 30 day LIBOR plus 1.00%.  

 

Scheduled remaining principal payments on our outstanding debt obligations at June 30, 2015, are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revolving

 

 

 

 

 

 

 

Total

 

 

Scheduled Principal Payments for

 

Line of

 

$25.0 Million

 

$2.6 Million

 

Principal

 

 

the Year Ending December 31:

 

Credit

 

Term Loan

 

Term Loan

 

Payments

 

 

Remainder of 2015

 

$

 -

 

$

1,785 

 

$

80 

 

$

1,865 

 

 

2016

 

 

 -

 

 

3,571 

 

 

1,760 

 

 

5,331 

 

 

2017

 

 

 -

 

 

3,572 

 

 

 -

 

 

3,572 

 

 

2018

 

 

 -

 

 

3,572 

 

 

 -

 

 

3,572 

 

 

2019 and thereafter

 

 

 -

 

 

5,357 

 

 

 -

 

 

5,357 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total scheduled principal payments

 

$

 -

 

$

17,857 

 

$

1,840 

 

$

19,697 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

In July 2013, we entered into two forward-starting interest rate swap contracts based on three-month LIBOR that effectively converted 80% of the outstanding balance of our $25 million Term Loan to fixed rate debt.    As discussed further in Note 7, we have designated the interest rate swaps as a cash flow hedge of the interest payments due on our floating rate debt.  Accordingly, at June 30, 2015, $14.3 million of our outstanding debt bears interest at a fixed rate of 3.73% and $5.4 million of our outstanding debt bears interest at floating rates as described above.  The termination dates of the swap contracts and the maturity date of the $25 million Term Loan are both June 30, 2020.

  

The credit facility contains customary terms and conditions for credit facilities of this type, including restrictions or limits on our ability to incur additional indebtedness, create liens, enter into transactions with affiliates, pay dividends on our capital stock, repurchase stock, and consolidate or merge with other entities. In addition, the credit agreement contains customary events of default, including payment defaults, breach of representations and warranties, covenant defaults, cross-defaults, certain bankruptcy or insolvency events, judgment defaults and certain ERISA-related events.   

 

Our obligations under the credit facility are secured by guarantees and security agreements by each of our active subsidiaries, including PowerSecure, Inc.  The guarantees guaranty all of our obligations under the credit facility, and the security agreements grant to the lenders a first priority security interest in virtually all of the assets of each guarantor.   

 

There was an aggregate balance of $19.7 million outstanding under the two term loans under our credit facility as of June 30, 2015.  There were no balances outstanding on the revolving portion of the credit facility at, or during the three months ended, June 30, 2015 or at December 31, 2014 or at August 5, 2015In addition, there were no outstanding letters of credit reducing the amount available to borrow under the revolving portion of the credit facility at June 30 or August 5, 2015.  Accordingly, we currently have $20.0 million available to borrow under the revolving portion of the credit facility.  The availability this capital under our credit facility includes restrictions on the use of proceeds, and is dependent upon our ability to satisfy certain financial and operating covenants, as described above.