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Debt and Finance Lease Obligations
12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Debt and Finance Lease Obligations
Debt and Finance Lease Obligations
 
Long-term debt and finance lease obligations consisted of the following (in thousands):
 
 
December 31,
 
 
2019
 
2018
Term loan, due September 30, 2023
 
$
8,381

 
$
8,823

Line of credit, due September 30, 2023
 
19,980

 
37,092

Secured borrowing, due June 21, 2026
 
4,874

 

Finance lease obligations for equipment
 
1,100

 
1,577

 
 
34,335

 
47,492

Less current portion
 
(1,415
)
 
(919
)
 
 
$
32,920

 
$
46,573


        
Required principal payments on outstanding debt obligations as of December 31, 2019 for the next five years and thereafter are as follows (in thousands):
 
 
Term
 Loan
 
Line of
Credit
 
Secured Borrowing
 
Finance
Lease
Obligations
2020
 
$
459

 
$

 
$
660

 
$
333

2021
 
477

 

 
690

 
266

2022
 
496

 

 
722

 
199

2023
 
6,949

 
19,980

 
756

 
199

2024
 

 

 
791

 
199

Thereafter
 

 

 
1,255

 

 
 
$
8,381

 
$
19,980

 
$
4,874

 
1,196

Amount representing interest
 
 
 
 
 


 
(96
)
 
 
 
 
 
 


 
$
1,100



Term Loan and Line of Credit
On October 10, 2018, we executed a First Amendment (the "Amendment") to our Amended and Restated Credit Agreement with Bank of America, N.A. ("BofA") dated November 30, 2015 (as amended, the "Credit Agreement"). The Credit Agreement as amended by the First Amendment provides for a revolving line of credit (“Line of Credit”), including provisions for cash borrowings and up to $2.5 million notional amount of letters of credit, and an originally valued $10.8 million term loan (“Term Loan”). The primary changes effected by the First Amendment were to increase the maximum amount available under the Line of Credit from $40.0 million to $45.0 million and to extend the maturity date of the Line of Credit from November 30, 2020 to September 30, 2023, which is also the maturity date of the Term Loan. The maximum amount of the Line of Credit is subject to loan commitment reductions in the amount of $750,000 each quarter beginning March 31, 2020. The First Amendment also increased the limit on the total amount of investments that we may make in other craft brewers, other than the acquisitions of all or substantially all of the assets or controlling ownership interests, from $5.0 million to $10.0 million and revised the definition of Consolidated EBITDA to account for legal fees and costs associated with litigation described in Note 19. We may draw upon the Line of Credit for working capital and general corporate purposes.

At December 31, 2019, we had $20.0 million of borrowings outstanding under the Line of Credit and $8.4 million outstanding under the Term Loan.

Under the Credit Agreement as in effect at December 31, 2019, interest accrues at an annual rate based on the London Inter-Bank Offered Rate (“LIBOR”) Daily Floating Rate plus a marginal rate. The marginal rate varies from 0.75% to 1.75% for the Line of Credit and Term Loan based on our funded debt ratio. At December 31, 2019, our marginal rate was 2.00% resulting in an annual interest rate of 2.96%.

The Credit Agreement authorizes acquisitions within the same line of business as long as we remain in compliance with the financial covenants of the Credit Agreement and there is at least $5.0 million of availability remaining on the Line of Credit following the acquisition.

Under the Credit Agreement, a quarterly fee on the unused portion of the Line of Credit, including the undrawn amount of the related standby letter of credit, varies from 0.15% to 0.30% based upon our funded debt ratio.

At December 31, 2019, the quarterly fee was 0.15% and the fee totaled the following (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Credit Agreement fee
 
$
37

 
$
52

 
$
37



An annual fee is payable in advance on the notional amount of each standby letter of credit issued and outstanding multiplied by an applicable rate ranging from 0.75% to 1.75%. We had no letters of credit outstanding during 2019, 2018 or 2017.

Effective May 7, 2019, we executed a Second Amendment to the Credit Agreement with BofA (the “Second Amendment”). EBITDA, as defined in the Second Amendment, includes certain adjustments specified in the Second Amendment. Per the Second Amendment, beginning July 1, 2019, and in each fiscal quarter thereafter, the maximum Consolidated Leverage Ratio is 3.50 to 1.00, as A-B did not make a Qualifying Offer as defined in the International Distribution Agreement with Anheuser-Busch Worldwide Investments, LLC, an affiliate of A-B.

Effective September 25, 2019, we executed a Third Amendment to the Credit Agreement with BofA that allows us to net Consolidated Funded Indebtedness with Qualified Cash and Cash Equivalents on hand in an amount not to exceed $10 million, to arrive at Consolidated Net Funded Indebtedness. Consolidated Leverage Ratio was revised to mean the ratio of Consolidated Net Funded Indebtedness to Consolidated EBITDA for the applicable measurement period.

Effective December 31, 2019, we executed a Fourth Amendment to the Credit Agreement with BofA (the "Fourth Amendment"). The primary changes effected by the Fourth Amendment were to: (i) add new defined terms relating to the Agreement and Plan of Merger, dated as of November 11, 2019, by and among CBA, Barrel Subsidiary, Inc., and Anheuser-Busch Companies, LLC (the "A-B Merger"); (ii) revise the definition of Consolidated EBITDA to account for legal fees and expenses paid in cash in connection with the A-B Merger; and (iii) revise the financial covenants.

As amended, the Credit Agreement requires us to satisfy the following financial covenants: (i) on or after the earliest to occur of July 1, 2020 or the termination of the A-B Merger, a Consolidated Leverage Ratio of 3.50 to 1.00; (ii) on or after the earliest to occur of July 1, 2020 or the termination of the A-B Merger, a Fixed Charge Coverage Ratio of 1.20 to 1.00; and (iii) on a trailing four-quarter basis at each of March 31, 2020 and June 30, 2020, a minimum Consolidated EBITDA of $3.0 million. Failure to maintain compliance with these covenants is an event of default and would give BofA the right to declare the entire outstanding loan balance immediately due and payable.

The Credit Agreement, as revised by the Fourth Amendment, in effect at December 31, 2019, had no required financial covenants and, therefore, at December 31, 2019, we were in compliance with all applicable contractual financial covenants of the Credit Agreement.

The Credit Agreement is secured by substantially all of our personal property and fixtures and by our Oregon Brewery. In addition, we are permitted to declare or pay dividends, repurchase outstanding common stock or incur additional debt, subject to limitations. We are restricted from entering into any agreement that would result in a change in control, other than the A-B Merger.

Secured Borrowing
On June 20, 2019 we executed an agreement with BofA, pursuant to our Master Lease Agreement, for $5.2 million in cash in exchange for a secured interest in our previously installed can line at our Portland brewing facility. The maturity date of the secured borrowing is June 21, 2026. We used the funds to pay down our Line of Credit. At December 31, 2019, $4.9 million was outstanding at an interest rate of 4.54%.