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Note 9 - Line of Credit and Long-term Debt
12 Months Ended
Dec. 31, 2016
Notes to Financial Statements  
Debt Disclosure [Text Block]
9.
Line of Credit and Long-Term Debt
 
Long-term debt consists of the following (in thousands):
 
    As of December 31,
    2016   2015
Equipment-based Facility   $
3,532
    $
17,957
 
Less deferred loan costs    
(803
)    
(1,119
)
Equipment-based Facility, Net    
2,729
     
16,838
 
Notes payable for transportation and construction equipment and other    
2,665
     
3,342
 
     
5,394
     
20,180
 
                 
Current maturities of long-term debt    
4,648
     
5,192
 
Less current deferred loan costs    
(803
)    
(336
)
Less current maturities of long-term debt, net    
(3,845
)    
(4,856
)
Total long-term debt   $
1,549
    $
15,324
 
 
Equipment-based Facility
 
In
May
2015,
the Company and its wholly-owned subsidiaries entered into a
$40.0
million loan and security agreement with Nations, consisting of a
$20.0
million Term Loan and a
$20.0
million Revolving Loan (combined, the “Equipment-based Facility”), which replaced its Prior Credit Facility. The sum of the outstanding balances of the Equipment-based Facility
may
not exceed the lesser of
$40.0
million or
65%
of the appraised value of the collateral pledged for the loans. At
December
31,
2016,
the Company had a borrowing base of approximately
$24.4
million, which was the result of calculating
65%
of the appraised value (where appraised value equals net operating liquidated value) of the Company’s collateral. The amount of the Revolving Loan that
may
be borrowed from time to time is the lesser of
$20.0
million or the available borrowing base. However, as a result of the
$10.0
million in principal payments made to our Term Loan during the year, as discussed below, we have reached our
$20.0
million revolver cap, and therefore, only
$20.0
million of borrowings were available at
December
31,
2016.
The Revolving Loan
may
be utilized by the Company to provide ongoing working capital and for other general corporate purposes.
 
The Equipment-based Facility bears interest at an initial fixed annual rate of
12%,
which is subject to (i) a decrease of up to
two
percentage points based on the Company's fixed charge coverage ratio for each of the most recently ended
four
quarters beginning with the
four
quarters ending
June
30,
2016;
and (ii) an increase of up to
two
percentage points beginning
December
31,
2015
based on the fixed charge coverage ratio at the end of the following
four
quarters. The interest rate has not changed since inception and continues to be
12%.
Principal on the Term Loan is payable in
47
monthly installments (with accrued interest) with a final payment of the then outstanding principal amount on
May
29,
2019.
The Term Loan
may
be prepaid in any year, but subject to a pre-payment fee that declines as the Term Loan nears maturity. Outstanding Revolving Loans are payable in full
thirty
days before the maturity date of the Term Loan.
 
The Equipment-based Facility is secured by all of the Company's personal property except accounts receivable, including all of its construction equipment, which forms the basis of availability under the Revolving Loan. The Equipment-based Facility is also secured by
one
-half of the equipment of the Company's
50%
-owned affiliates, Road and Highway Builders, LLC and Myers & Sons Construction, L.P. pursuant to a separate security agreement with those entities. If a default occurs, Nations
may
exercise the Company's rights in the collateral, with all of the rights of a secured party under the Uniform Commercial Code, including, among other things, the right to sell the collateral at public or private sale.
 
The proceeds of the Term Loan of
$20.0
million and our initial draw of
$14.6
million under the Revolving Loan were utilized by the Company to repay the balance outstanding and terminate the Prior Credit Facility and for other general corporate purposes. In addition, in connection with incurring this debt, we recorded
$1.3
million in deferred debt issuance costs which were included in “Long-term debt, net of current maturities” and “Current maturities of long-term debt” in our consolidated balance sheet, which is being amortized on a straight line basis over the term of the Equipment-based Facility.
 
 
The Company’s Equipment-based Facility has no financial covenants; however, it contains restrictions on the Company’s ability to:
 
·
Incur liens and encumbrances on equipment;
·
Incur further indebtedness;
·
Dispose of a material portion of assets or merge with a
third
party;
·
Make acquisitions; and
·
Make investments in securities.
 
Due to this new Equipment-based Facility agreement, the Company’s Letter of Credit, which under our Prior Credit Facility reduced the Company’s borrowing availability, is now collateralized with cash. Refer to Note
2
for more information regarding the Company’s cash and cash equivalents including restricted cash used as collateral.
 
During
2016,
the Company prepaid
$10.0
million of the principal balance of our Term Loan and paid approximately
$0.3
million as prepayment fees which were recorded as “Interest expense” in our consolidated statement of operations. There were no prepayments made to the Term Loan in
2015.
 
Interest expense related to our Equipment-based Facility was
$2.6
million for the
2016
fiscal year compared to
$2.9
million and
$1.0
million in the
2015
and
2014
fiscal years, respectively. The decrease in interest expense for
2016
was due to the decreased debt outstanding during the period offset by the prepayment fees noted above.
 
At
December
31,
2016,
the Company had no amounts drawn on the Revolving Loan,
$3.5
million outstanding under the Term Loan and
$20.0
million of borrowings available. At
December
31,
2015,
the Company had no amounts drawn on the Revolving Loan,
$18.0
million outstanding under the Term Loan and
$11.6
million of borrowings available.
 
Fair Value
 
The Company’s debt is recorded at the carrying amount in the consolidated balance sheets. The Company uses an income approach to determine the fair value of its
12%
Term Loan due
May
29,
2019
using estimated cash flows, which is a Level 
3
fair value measurement. As of
December
31,
2016
and
2015,
the carrying values approximated fair values and were
$3.5
million and
$18.0
million, respectively, for the Term Loan. There were no amounts outstanding on the Revolving Loan as of
December
31,
2016
and
2015.
 
In order to extinguish our Prior Credit Facility debt, the Company incurred costs of
$0.2
million which were included in “Loss on extinguishment of debt” in the Company’s
2015
consolidated statement of operations.
 
Notes Payable for Transportation and Construction Equipment
 
The Company has purchased and financed various transportation and construction equipment to enhance the Company’s fleet of equipment. The total long-term notes payable, including current maturities of long-term debt, related to the purchase of financed equipment was
$2.7
million at
December
31,
2016,
and
$3.3
million at
December
31,
2015.
The purchases have payment terms ranging from
3
to
5
years and the associated interest rates range from
3.12%
to
6.92%.
 
Maturities of Debt
 
The Company’s long-term obligations mature in future years as follows (amounts in thousands):
 
  Years Ending
December 31,
 
Amount
 
  2017   $
3,845
 
 
  2018    
920
 
 
  2019    
566
 
 
  2020    
59
 
 
  2021    
4
 
 
  Thereafter    
--
 
 
      $
5,394
 
 
 
The long-term obligations above include
$0.4
million related to
two
capital leases outstanding as of
December
31,
2016.
 See Note
1
for more information regarding our capital leases.