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Long-Term Debt
12 Months Ended
Jan. 30, 2016
Debt Disclosure [Abstract]  
Long-Term Debt

9.

LONG-TERM DEBT

On March 25, 2016, the Company entered into a Term Loan Credit Agreement (the “Term Loan Agreement”) for a $32,000,000 term loan due March 21, 2021 (the “Term Loan”), the proceeds of which were received on March 26, 2016 and were used to repay a portion of the outstanding indebtedness under the Company’s existing Credit Facility (see Note 8). The interest rate on the Term Loan is equal to a LIBOR rate (with a 1.00% LIBOR floor) plus 7.50%. The Company is required to make minimum repayments of the principal amount of the Term Loan in quarterly installments of $800,000 each, with the remaining outstanding balance payable on the maturity date. Additionally, the Term Loan can be prepaid at the Company's option subject to certain restrictions, in part or in whole at any time, subject to the payment of a prepayment premium as follows: 1) 3% on or prior to the first anniversary of the closing date, 2) 2% from the first anniversary to the second anniversary of the closing date, and 3) 1% after the second anniversary but on or prior to the third anniversary of the closing date.

The Term Loan is secured by a security interest in substantially all of the assets of the Company, including accounts receivable, inventory, equipment, letter of credit rights, cash, intellectual property and other intangibles, and certain other assets. The security interest granted to the Term Lenders is, in certain respects, subordinate to the security interest granted to the Credit Facility Lender. The Term Loan Agreement prohibits the payment of dividends or share repurchases by the Company for three years and imposes certain restrictions on the Company's ability to, among other things, incur additional indebtedness and enter into other various types of transactions. The Term Loan Agreement requires the Company to maintain Excess Availability (as defined in the related Credit Facility agreement) equal to the greater of 10% of the Loan Cap (as defined in the related Credit Facility agreement) or $5,000,000.  In addition, the Company is required to maintain quarterly Consolidated EBITDA (as defined in the related Term Loan Agreement) in an amount not less than the levels specified for each period in the Term Loan Agreement, and are prohibited from making capital expenditures (net of tenant allowances) in excess of $17,000,000 in any period of four fiscal quarters (subject to carry-forward of 50% of any underutilization). Any amounts outstanding under the Term Loan may be accelerated and become due and payable immediately upon an event of default and expiration of any applicable cure period. The specified events of default are substantially the same as those in the Credit Facility agreement (see Note 8).

In connection with the execution of the Term Loan Agreement, the Company incurred deferred financing costs of approximately $1,100,000, of which $810,000 was paid at closing. These deferred financing costs will be amortized over the term of the Term Loan Agreement and included in “interest expense, net” in the Consolidated Statements of Operations.

Prior to November 1, 2012 the Company had a term loan agreement for a senior secured Term Loan B due March 13, 2013 (the “Prior Term Loan”), the $90,000,000 proceeds of which were received on April 18, 2007. On November 1, 2012 the Company prepaid the remaining Prior Term Loan balance of $13,427,000 in connection with the execution of its Credit Facility (see Note 8).

During the four month transition period ended January 31, 2015 the Company received $15,000,000 proceeds from a five-year equipment financing arrangement with its Credit Facility bank. The equipment note bears annual interest at 3.38%, with payments of $272,000 (including interest) due monthly through December 2019. The equipment note is collateralized by substantially all of the material handling equipment at the Company’s distribution facility in Florence, New Jersey (see Note 5). As of January 30, 2016 and January 31, 2015 there was $12,199,000 and $15,000,000, respectively, outstanding under the equipment note.

The Company had $1,830,000 outstanding under an Industrial Revenue Bond (“IRB”) at September 30, 2012. On February 11, 2013 the Company notified the IRB trustee of its intention to redeem all remaining outstanding bonds effective April 3, 2013. As provided under the indenture of trust for the bonds, on April 3, 2013 the IRB trustee drew down $1,830,000 plus accrued interest under the letter of credit issued as security for the bonds, at which time the Company had no further obligations, and the bonds had no further rights, under the indenture.

Future maturities of long-term debt, including the Term Loan, are as follows (in thousands):

 

Fiscal Year

 

 

 

 

 

 

2016

$

4,497

  

2017

 

7,251

  

2018

 

6,308

  

2019

 

5,343

  

2020

 

3,200

  

2021 and thereafter

 

17,600

  

 

$

44,199