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Short And Long-Term Debt
12 Months Ended
Dec. 31, 2015
Short And Long-Term Debt [Abstract]  
Short And Long-Term Debt

 

8. SHORT AND LONG-TERM DEBT

Short and long-term debt at December 31, 2015 and 2014 was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2015

 

December 31, 2014

Domestic asset-based revolving credit facility

$

4,674 

 

$

3,843 

Foreign overdraft and letter of credit facility

 

913 

 

 

920 

Domestic term-loan

 

4,250 

 

 

1,750 

Total debt

 

9,837 

 

 

6,513 

Less: Current maturities

 

(1,908)

 

 

(1,886)

Total long-term debt

$

7,929 

 

$

4,627 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payments Due by Year

 

2016

 

2017

 

2018

 

2019

 

Thereafter

 

Total

Domestic credit facility

$

 -

 

$

 -

 

$

 -

 

$

4,674 

 

$

 -

 

$

4,674 

Domestic term loan

 

1,000 

 

 

1,000 

 

 

1,000 

 

 

1,250 

 

 

 -

 

 

4,250 

Foreign overdraft and letter of credit facility

 

908 

 

 

 

 

 -

 

 

 -

 

 

 -

 

 

913 

Total debt

$

1,908 

 

$

1,005 

 

$

1,000 

 

$

5,924 

 

$

 -

 

$

9,837 

 

 

Domestic Credit Facilities

The Company and its domestic subsidiaries are parties to a credit facility with The PrivateBank and Trust Company. The credit facility, as amended, provides for:

§

an $8,000 revolving credit facility, with a $200 sub facility for letters of credit.  Under the revolving credit facility, the availability of funds depends on a borrowing base composed of stated percentages of the Company’s eligible trade receivables and eligible inventory, and eligible equipment less a reserve; and

 

§

a term loan in the original amount of $5,000.  

In March 2015, the Company and its domestic subsidiaries entered into a Seventh Amendment to the Loan and Security Agreement with The PrivateBank and Trust Company. The amendment, among other things:

 

§

increased the Company’s term loan to $5,000 from its then current balance of $1,750, as a result of which the Company borrowed an additional $3,250 under the term loan facility;

 

§

extended the term loan and revolving loan maturity date to February 28, 2019, keeping the existing term loan amortization schedule in place;

 

§

increased the annual capital expenditure limit to $4,500;

 

§

implemented investment provisions that allow for up to $4,000 in investment spending prior to requiring bank approval; and

 

§

lowered interest rates on the term loan and revolving loan

 

All of the borrowings under this agreement have been characterized as either a current or long-term liability on our balance sheet in accordance with the repayment terms described more fully below.

 

Loans under the credit facility are secured by a security interest in substantially all of the assets of the Company and its domestic subsidiaries including a pledge of the stock of its domestic subsidiaries. Loans under the credit facility bear interest at varying rates based on the Company’s leverage ratio of funded debt / EBITDA, at the option of the Company, at:

 

§

the London InterBank Offered Rate (“LIBOR”) plus 2.50% - 4.00%, or

 

§

the base rate, which is the higher of (a) the rate publicly announced from time to time by the lender as its “prime rate” and (b) the Federal Funds Rate plus 0.5%, plus 0.00% - 1.25% ; in each case, depending on the Company’s leverage ratio.

 

Interest is payable monthly in arrears, except that interest on LIBOR based loans is payable at the end of the one, two or three month interest periods applicable to LIBOR based loans. IntriCon is also required to pay a non-use fee equal to 0.25% per year of the unused portion of the revolving line of credit facility, payable quarterly in arrears.

 

Weighted average interest on our domestic credit facilities was 3.68%,  4.51%, and 4.30% for 2015, 2014, and 2013, respectively.

 

The outstanding balance of the revolving credit facility was $4,674 and $3,843 at December 31, 2015 and 2014, respectively.  The total remaining availability on the revolving credit facility was approximately $3,326 and $3,456 at December 31, 2015 and 2014, respectively.

 

The outstanding principal balance of the term loan, as amended, is payable in quarterly installments of $250. Any remaining principal and accrued interest is payable on February 28, 2019. IntriCon is also required to use 100% of the net cash proceeds of certain asset sales (excluding inventory and certain other dispositions), sale of capital securities or issuance of debt to pay down the term loan.

 

The Company was in compliance with the financial covenants under the facility as of December 31, 2015.

 

Upon the occurrence and during the continuance of an event of default (as defined in the credit facility), the lender may, among other things: terminate its commitments to the borrowers (including terminating or suspending its obligation to make loans and advances); declare all outstanding loans, interest and fees to be immediately due and payable; take possession of and sell any pledged assets and other collateral; and exercise any and all rights and remedies available to it under the Uniform Commercial Code or other applicable law. In the event of the insolvency or bankruptcy of any borrower, all commitments of the lender will automatically terminate and all outstanding loans, interest and fees will be immediately due and payable. Events of default include, among other things, failure to pay any amounts when due; material misrepresentation; default in the performance of any covenant, condition or agreement to be performed that is not cured within 20 days after notice from the lender; default in the performance of obligations under certain subordinated debt, default in the payment of other indebtedness or other obligation with an outstanding principal balance of more than $50, or of any other term, condition or covenant contained in the agreement under which such obligation is created, the effect of which is to allow the other party to accelerate such payment or to terminate the agreements; a breach by a borrower under certain material agreements, the result of which breach is the suspension of the counterparty’s performance thereunder, delivery of a notice of acceleration or termination of such agreement; the insolvency or bankruptcy of any borrower; the entrance of any judgment against any borrower in excess of $50, which is not fully covered by insurance; any divestiture of assets or stock of a subsidiary constituting a substantial portion of borrowers’ assets; the occurrence of a change in control (as defined in the credit facility); certain collateral impairments; a contribution failure with respect to any employee benefit plan that gives rise to a lien under ERISA; and the occurrence of any event which lender determines could be reasonably expected to have a material adverse effect (as defined in the credit facility).

 

During 2015, the Company entered into interest rate swaps with The PrivateBank which are accounted for as effective cash flow hedges. The interest rate swaps had a combined initial notional amount of $3,750, with a portion of the swap amortizing on a basis consistent with the $250 quarterly installments required under the term loan. Interest rate swaps, which are considered derivative instruments, of $39 and $19 are reported in the consolidated balance sheets at fair value in other current liabilities at December 31, 2015 and 2014.

Foreign Credit Facility

In addition to its domestic credit facilities, the Company’s wholly-owned subsidiary, IntriCon, PTE LTD., entered into an international senior secured credit agreement with Oversea-Chinese Banking Corporation Ltd. that provides for an asset based line of credit. Borrowings bear interest at a rate of .75% to 2.5% over the lender’s prevailing prime lending rate.  Weighted average interest on the international credit facilities was 3.37% and 4.50% for the years ended December 31, 2015 and 2014. The outstanding balance was $913 and $920 at December 31, 2015 and 2014, respectively.  The loans are collateralized by IntriCon, PTE’s restricted cash and receivables. The total remaining availability on the international senior secured credit agreement was approximately $817 and $956 at December 31, 2015 and 2014, respectively.