Annual report pursuant to Section 13 and 15(d)

Financings

v2.4.1.9
Financings
12 Months Ended
Dec. 31, 2014
Financings
16. Financings

In August 2014, the Company entered into a three-year loan and security agreement with Bank of America (“the Revolving Credit Facility”) pursuant to which the Company can borrow up to specified percentages against eligible accounts receivable and inventory as defined in the Revolving Credit Facility (the “Borrowing Base”) up to a maximum of $25 million. Borrowings under the arrangement bears interest at a LIBOR rate or a defined base rate, each plus an applicable margin, depending on the nature of the loan. The Company is also obligated to pay various fees monthly. Outstanding loans become payable on demand to the extent that such loans exceed the Borrowing Base, and all outstanding amounts must be repaid on August 20, 2017. All obligations under the Revolving Credit Facility are secured by the assets of the Company and its subsidiaries and are guaranteed by the Company and its subsidiaries. Borrowings outstanding as of December 31, 2014 amount to approximately $8.8 million and are included in non-current liabilities in the accompanying Consolidated Balance Sheet. We are in compliance with our covenants and obligations under the facility, and we estimate that as of December 31, 2014 we are eligible to borrow an additional $4.5 million under the facility based upon current levels of inventory and accounts receivable.

The Loan Agreement contains covenants which limit the ability of the Company to, among other things, (i) create, incur, guarantee or suffer to exist any indebtedness; (ii) create or suffer any lien upon any property; (iii) declare or make distributions to equity holders or create any restriction on the ability of a subsidiary to make such a distribution; (iv) make investments; (v) sell, lease, license, consign or otherwise dispose of any property; (vi) make loans or other advances of money to any person; (vii) make payments on certain indebtedness; and (viii) enter into transactions with affiliates. In addition, the Loan Agreement includes a financial covenant that, on a consolidated basis, requires the Company to maintain, for the most recent twelve fiscal months, a ratio of (i) EBITDA minus Capital Expenditures (as defined in the Loan Agreement) and cash taxes paid to (ii) Fixed Charges (as defined in the Loan Agreement), of not less than 1.1 to 1.0.

From time to time the Company enters into financing arrangements with RVL and its affiliates. See Note 15.

In conjunction with the acquisition of Value Lighting (see Note 2), the Company refinanced $3.7 million of Value Lighting’s trade accounts payable by issuing a note payable to the creditor. The note is payable in installments through November 2018, at which time a balloon payment of $1.4 million is due.

In 2013 two subsidiaries of the Company entered into loan and finance agreements with a financial institution pursuant to which the subsidiaries could borrow against eligible accounts receivable as defined in the agreement, up to a maximum of $2 million. Borrowings bore interest at the prime rate plus 1.75%, but not less than 5%. The subsidiaries were also obligated to pay an annual fee and monthly maintenance fees. No amounts were outstanding under these arrangements as of December 31, 2014. Borrowings outstanding as of December 31, 2013 aggregated $0.9 million and are included in accrued liabilities in the accompanying Consolidated Balance Sheet.

Maturities of long-term borrowings for each of the next five years are as follows:

 

2015

$ 360   

2016

  2,925   

2017

  9,120   

2018

  360   

2019

  360