10. CREDIT AGREEMENT

On December 11, 2015, the Company; its wholly-owned subsidiary, CEC Educational Services, LLC; and the subsidiary guarantors thereunder entered into a Fourth Amendment to its Amended and Restated Credit Agreement dated as of December 30, 2013 (as amended, the “Credit Agreement”) with BMO Harris Bank N.A., in its capacities as the initial lender and letter of credit issuer thereunder and the administrative agent for the lenders which from time to time may be parties to the Credit Agreement to, among other things, decrease the revolving credit facility to $95.0 million and require pre-approval by the lenders for each credit extension (other than letter of credit extensions) occurring after December 31, 2015. The revolving credit facility under the Credit Agreement is scheduled to mature on December 31, 2018. The Credit Agreement requires that fees and interest are payable monthly and quarterly in arrears, respectively, and principal is payable at maturity. Any borrowings bear interest at fluctuating interest rates based on either the base rate or the London Interbank Offered Rate (LIBOR), plus the applicable rate based on the type of loan.

We may prepay amounts outstanding, or terminate or reduce the commitments, under the Credit Agreement upon three or five business days’ prior notice, respectively, in each case without premium or penalty. The Credit Agreement contains customary affirmative, negative and financial maintenance covenants, including a requirement to maintain a balance of cash, cash equivalents and permitted investments in our domestic accounts of at least $110.0 million at all times, which includes cash maintained in collateral accounts to secure letter of credit obligations. The loans and letter of credit obligations under the Credit Agreement are secured by 100% cash collateral. The agreement also contains customary representations and warranties, events of default, and rights and remedies upon the occurrence of any event of default, including rights to accelerate the loans, terminate the commitments and rights to realize upon the collateral securing the obligations under the Credit Agreement.

As of December 31, 2016, there were no outstanding borrowings under the revolving credit facility.

Selected details of our credit agreement as of and for the years ended December 31, 2016 and 2015 were as follows (dollars in thousands):

	As of December 31,
	2016			2015
Credit Agreement:
Credit facility remaining availability	$	86,403		$	46,554
Credit facility borrowings	$	-		$	38,000
Outstanding letters of credit ⁽¹⁾⁽²⁾	$	8,597		$	10,446
Availability of additional letters of credit ⁽³⁾	$	51,403		$	49,554
Weighted average daily revolving credit borrowings for the year ended	$	19		$	3
Weighted average annual interest rate		1.93	%		1.92	%
Commitment fee rate		0.25	%		0.25	%
Letter of credit fee rate		0.75	%		0.75	%

(1)	Represents letters of credit which are fully collateralized with $8.6 million and $10.4 million of restricted cash as of December 31, 2016 and 2015, respectively.

(2)

As of December 31, 2016 and 2015, outstanding letters of credit not related to the Credit Agreement totaled $1.4 million for each year, respectively, which amount is fully collateralized with restricted cash and investments, which is in addition to the $8.6 million and $10.4 million, respectively, referenced in this Note 10.

(3)	The letters of credit sublimit of $60.0 million under the Credit Agreement is part of, not in addition to, the $95.0 million aggregate commitments.