Quarterly report pursuant to Section 13 or 15(d)

Financings

v3.8.0.1
Financings
9 Months Ended
Sep. 30, 2017
Financings
7. Financings

Revolving Credit Facility

On January 26, 2017, we amended the loan and security agreement with Bank of America to borrow up to $50.0 million on a revolving basis, based upon specified percentages of eligible receivables and inventory, which matures on January 26, 2020 (the “Revolving Credit Facility”). Under the Revolving Credit Facility, the maximum applicable margin for LIBOR rate loans is 2.75%, and the maximum applicable margin for base rate loans is 1.75%. As of September 30, 2017, our Chairman, Chief Executive Officer and President had guaranteed $10.0 million of the borrowings under the Revolving Credit Facility (see Note 13). At September 30, 2017 and December 31, 2016, the balance outstanding on the Revolving Credit Facility was $40.7 million and $26.0 million, respectively. We recorded interest expense of $0.4 million and $0.2 million for the three months ended September 30, 2017 and 2016, respectively, and $1.3 million and $0.7 million for the nine months ended September 30, 2017 and 2016, respectively.

In connection with obtaining the revolving credit facility, we incurred debt issuance costs, which are being amortized through the maturity date. At September 30, 2017 and December 31, 2016, we had $0.6 million and $0.2 million, respectively, of deferred debt issuance costs, which are recorded in “Other assets, net” in the Consolidated Balance Sheets. Amortization expense of deferred debt issuance costs was $0.1 million and less than $0.1 million for the three months ended September 30, 2017 and 2016, respectively, and $0.3 million and $0.2 million for the nine months ended September 30, 2017 and 2016, respectively.

Notes Payable

Notes payable consisted of the following:

 

     September 30,      December 31,  
     2017      2016  

Value Lighting acquisition note

   $ 2.2      $ 2.4  

TNT acquisition notes

     2.0        2.0  

Energy Source acquisition notes

     —          10.0  
  

 

 

    

 

 

 

Total notes payable

     4.2        14.4  

Less: Notes payable - current

     (2.4      (2.4
  

 

 

    

 

 

 

Notes payable - noncurrent

   $ 1.8      $ 12.0  
  

 

 

    

 

 

 

Value Lighting Acquisition Note

In conjunction with the acquisition of Value Lighting, we refinanced $3.7 million of Value Lighting’s trade accounts payable by issuing a note payable to the creditor. The note is payable in monthly installments through October 2019 and a lump sum payment of $1.4 million is due on November 22, 2018, which may be settled, at our option, in either cash or an equivalent amount of common shares based upon their then-current market value.

TNT Acquisition Notes

In connection with the acquisition of TNT in May 2016, we issued $2.0 million in promissory notes bearing interest at 5% per annum, of which $1.0 million was due on April 21, 2017 and $1.0 million was due on November 6, 2017. In February 2017, the maturity date was extended to November 6, 2017 for all of the TNT promissory notes. Our Chairman, Chief Executive Officer, and President has provided irrevocable letters of credit to support the TNT acquisition notes (see Note 13). We recorded accrued interest of $0.1 million and less than $0.1 million at September 30, 2017 and December 31, 2016, respectively. We recorded interest expense of less than $0.1 million for both the three months ended September 30, 2016 and 2017, and $0.1 million and less than $0.1 million for the nine months ended September 30, 2017 and 2016, respectively.

 

Energy Source Acquisition Notes

In connection with the acquisition of Energy Source in August 2015, we issued $10.0 million in promissory notes bearing interest at 5% per annum due July 20, 2016, which were supported by an irrevocable letter of credit from RVL. In July 2016, the maturity date was extended to January 20, 2017, with an interest rate of 7%. On January 26, 2017, we repaid the Energy Source acquisition notes, including interest of $0.4 million, using proceeds from the amended Revolving Credit Facility, and the related guarantee provided by RVL was terminated. We recorded interest expense of $0.2 million for the three months ended September 30, 2016, and less than $0.1 million and $0.4 million for the nine months ended September 30, 2017 and 2016, respectively.

Debt Maturities

At September 30, 2017, the scheduled maturities of our borrowings were as follows:

 

     Total  
     Notes Payable  

2017

   $ 2.1  

2018

     1.8  

2019

     0.3  

2020

     40.7  
  

 

 

 

Total borrowings

   $ 44.9