7. LONG-TERM DEBT

Long-term debt and the weighted average interest rates at December 31, 2017 and 2016 consisted of the following:



Amounts in thousands	December 31, 2017			December 31, 2016
Credit agreement - Bank of Montreal	$	38,203	4.19%	$	40,495	4.04%
Credit agreement - CPL		0	0.00%		215	3.55%
Credit agreement - SCCL		2,704	4.94%		0	0.00%
Financing obligation - CDR land lease		15,541	13.44%		14,520	13.54%
Capital leases		523	6.89%		791	7.11%
Total principal	$	56,971	6.67%	$	56,021	7.61%
Deferred financing costs		(258)			(412)
Total long-term debt	$	56,713		$	55,609
Less current portion		(5,697)			(5,583)
Long-term portion	$	51,016		$	50,026

Credit Agreement – Bank of Montreal

In May 2012, the Company, through its Canadian subsidiaries, entered into the CAD 28.0 million credit agreement with the Bank of Montreal (“BMO”). On August 15, 2014, the Company, through its Canadian subsidiaries, entered into an amended and restated credit agreement with BMO that increased the Company’s borrowing capacity to CAD 39.1 million. In September 2016, the Company through its Canadian subsidiaries, entered into a second amended and restated credit agreement to finance the Apex Acquisition that increased the Company’s borrowing capacity to CAD 69.2 million with an interest rate of BMO’s floating rate plus a margin. As discussed further below, the Company has entered into interest rate swap agreements to fix the interest rate paid related to a portion of the outstanding balance on the BMO Credit Agreement. As of December 31, 2017, the Company had borrowed CAD 63.9 million, of which the outstanding balance was CAD 47.9 million ($38.2 million based on the exchange rate in effect on December 31, 2017) and the Company had approximately CAD 6.2 million ($4.9 million based on the exchange rate in effect on December 31, 2017) available under the BMO Credit Agreement. In addition, the Company is using CAD 3.0 million ($2.4 million based on the exchange rate in effect on December 31, 2017) from Credit Facility E for the interest rate swap agreements discussed below.

The BMO Credit Agreement consists of the following five credit facilities:

Credit Facility A is a CAD 1.1 million revolving credit facility with a term of five years that expires in August 2019. Credit Facility A may be used for general corporate purposes, including for the payment of costs related to the BMO Credit Agreement, ongoing working capital requirements and operating regulatory requirements. As of December 31, 2017, the Company had CAD 1.1 million ($0.9 million based on the exchange rate in effect on December 31, 2017) available for borrowing under Credit Facility A.

Credit Facility B is an approximately CAD 24.1 million committed, non-revolving, reducing standby facility with a term of five years that expires in August 2019. The Company used borrowings under Credit Facility B primarily to repay the Company’s mortgage loan related to CRA, pay for the additional 33.3% investment in CPL, pay for development costs related to CDR and for working capital and general corporate purposes. Once the principal amount of an advance has been repaid, it cannot be re-borrowed. As of December 31, 2017, the Company had no additional available borrowings under Credit Facility B.

Credit Facility C is a CAD 11.0 million revolving credit facility with a term of five years that expires in August 2019. Credit Facility C may be used as additional financing for the development of CDR. The Company may re-borrow the principal amount within the limits described in the BMO Credit Agreement. As of December 31, 2017, the Company had CAD 5.1 million ($4.1 million based on the exchange rate in effect on December 31, 2017) available for borrowing under Credit Facility C.

Credit Facility D is a CAD 30.0 million committed, reducing term credit facility with a term of five years that expires in September 2021. The Company used CAD 30.0 million to pay for the Apex Acquisition. Once the principal amount of an advance has been repaid, it cannot be re-borrowed. As of December 31, 2017, the Company had no additional available borrowings under Credit Facility D.

Credit Facility E is a CAD 3.0 million treasury risk management facility. The Company may use this facility to hedge interest rate risk or currency exchange rate risk. Credit Facility E has a term of five years. The Company is currently utilizing Credit Facility E to hedge interest rate risk as discussed below. This facility has a term of five years that expires in August 2019.

Any funds not drawn down under the BMO Credit Agreement are subject to standby fees ranging from 0.50% to 0.75% payable quarterly in arrears. Standby fees of less than CAD 0.1 million (less than $0.1 million based on the exchange rate in effect on December 31, 2017) were recorded as interest expense in the consolidated statement of earnings for the year ended December 31, 2017. The shares of the Company’s subsidiaries that own CRA, CAL and CSA and the Company’s 75% interest in CDR are pledged as collateral for the BMO Credit Agreement. The BMO Credit Agreement contains a number of financial covenants applicable to the Canadian subsidiaries, including restricting their incurrence of additional debt, a debt to EBITDA ratio less than 3:1, a fixed charge coverage ratio greater than 1.2:1, maintenance of a CAD 50.0 million equity balance and a capital expenditure limit of CAD 4.0 million per year. The Company was in compliance with all financial covenants of the BMO Credit Agreement as of December 31, 2017.

The Company has entered into interest rate swap agreements to partially hedge the risk of future increases in the variable rate debt under the BMO Credit Agreement. The interest rate swap agreements are not designated as hedges for accounting purposes. As a result, changes in fair value of the interest rate swaps are recognized in interest expense on the Company’s consolidated statements of earnings. The interest rate is calculated as the fixed rate plus an applicable margin. As of December 31, 2017, the Company had the following interest rate swap agreements set at a Canadian Dollar Offered Rate (“CDOR”):

Notional amount of CAD 7.8 million ($6.2 million based on the exchange rate in effect on December 31, 2017) with a rate of 4.17% expiring in August 2019.

Notional amount of CAD 7.8 million ($6.2 million based on the exchange rate in effect on December 31, 2017) with a rate of 4.14% expiring in August 2019.

Notional amount of CAD 13.1 million ($10.4 million based on the exchange rate in effect on December 31, 2017) with a rate of 4.33% expiring in December 2021.

Deferred financing costs consist of the Company’s costs related to the financing of the BMO Credit Agreement. The Company recognized $0.3 million in deferred financing costs related to the BMO Credit Agreement for the year ended December 31, 2016. Amortization expenses relating to deferred financing charges were $0.1 million for each of the years ended December 31, 2017, 2016 and 2015. These costs are included in interest expense in the consolidated statements of earnings (loss).

Casinos Poland

As of December 31, 2017, CPL had a short-term line of credit with BPH Bank used to finance current operations. The bank line of credit bears an interest rate of WIBOR plus 1.85% with a borrowing capacity of PLN 13.0 million, of which PLN 2.0 million may only be used to secure bank guarantees. The credit facility is secured by a building owned by CPL in Warsaw, Poland. In March 2017, the term of the credit facility was extended from February 11, 2018 to March 20, 2019. The credit facility had no outstanding amount as of December 31, 2017 and approximately PLN 11.0 million ($3.2 million based on the exchange rate in effect on December 31, 2017) was available for borrowing as of December 31, 2017. The credit facility contains a number of financial covenants applicable to CPL, including covenants that restrict the incurrence of additional debt by CPL and require CPL to maintain certain debt to EBITDA ratios. CPL was in compliance with all financial covenants of this credit facility as of December 31, 2017.

Under Polish gaming law, CPL is required to maintain PLN 3.6 million in the form of deposits or bank guarantees for payment of casino jackpots and gaming tax obligations. mBank issued guarantees to CPL for this purpose totaling PLN 3.6 million ($1.0 million based on the exchange rate in effect as of December 31, 2017). The mBank guarantees are secured by land owned by CPL in Kolbaskowo, Poland as well as a deposit of PLN 0.7 million ($0.2 million based on the exchange rate in effect as of December 31, 2017) with mBank and terminate on October 31, 2019. In addition, CPL is required to maintain deposits or provide bank guarantees for payment of additional prizes and giveaways at the casinos. The amount of these deposits varies depending on the value of the prizes. CPL maintained PLN 0.5 million ($0.1 million based on the exchange rate in effect as of December 31, 2017) in deposits for this purpose as of December 31, 2017. These deposits are included in deposits and other on the Company’s consolidated balance sheet for the year ended December 31, 2017.

Saw Close Casino Ltd.

In August 2017, the Company’s subsidiary SCCL entered into a GBP 2.0 million term loan with UniCredit Bank Austria AG (“UniCredit”). The loan matures in September 2023 and bears interest at the London Interbank Offered Rate (“LIBOR”) plus 1.625%. Proceeds from the loan are being used for construction and fitting out of the Company’s Bath casino project. As of December 31, 2017, the amount outstanding on the loan was GBP 2.0 million ($2.7 million based on the exchange rate in effect on December 31, 2017). SCCL has no further borrowing availability under the loan agreement. Repayment of the loan will begin in December 2018. The loan is guaranteed by a $0.6 million cash guarantee by CCE. This guarantee is included in deposits and other on the Company’s consolidated balance sheet as of December 31, 2017.

Century Downs Racetrack and Casino

CDR’s land lease is a financing obligation to the Company. Prior to the Company’s acquisition of its ownership interest in CDR, CDR sold a portion of land on which Century Downs is located and then entered into an agreement to lease back a portion of the land sold. The Company accounts for the lease using the financing method by accounting for the land subject to lease as an asset and the lease payments as interest on the financing obligation. Under the land lease, CDR has four options to purchase the land. The first option is on July 1, 2023. Due to the nature of the CDR land lease financing obligation, there are no principal payments due until the Company exercises its option to purchase the land. Lease payments are applied to interest only, and any change in the outstanding balance of the financing obligation relates to foreign currency translation. As of December 31, 2017, the outstanding balance on the financing obligation was CAD 19.5 million ($15.5 million based on the exchange rate in effect on December 31, 2017).

Capital Lease Agreements

As of December 31, 2017, the Company had the following capital leases:

CRA had two capital lease agreements for surveillance and general equipment with an outstanding balance of CAD 0.2 million ($0.1 million based on the exchange rate in effect on December 31, 2017);

CAL had two capital lease agreements for general equipment with an outstanding balance of CAD 0.1 million ($0.1 million based on the exchange rate in effect on December 31, 2017);

CDR had six capital lease agreements for surveillance, kitchen and racing-related equipment with an outstanding balance of CAD 0.3 million ($0.2 million based on the exchange rate in effect on December 31, 2017);

CSA had a capital lease agreement for general equipment with an outstanding balance of less than CAD 0.1 million (less than $0.1 million based on the exchange rate in effect on December 31, 2017); and

the Century Mile project had a capital lease agreement for trailers with an outstanding balance of CAD 0.1 million ($0.1 million based on the exchange rate in effect on December 31, 2017).

As of December 31, 2017, scheduled maturities related to long-term debt were as follows:


Amounts in thousands	Bank of Montreal		Saw Close Casino Ltd. Credit Agreement		Century Downs Land Lease		Capital Leases		Total
2018	$	5,244	$	135	$	0	$	318	$	5,697
2019		16,818		541		0		134		17,493
2020		2,391		541		0		51		2,983
2021		13,750		541		0		19		14,310
2022		0		541		0		1		542
Thereafter		0		405		15,541		0		15,946
Total	$	38,203	$	2,704	$	15,541	$	523	$	56,971