XML 19 R9.htm IDEA: XBRL DOCUMENT
v3.5.0.2

Financing Arrangements | 6 Months Ended
--- | ---
Jun. 30, 2016
Debt Disclosure [Abstract] |
Financing Arrangements | Note 2. Financing Arrangements In addition to cash on hand, as well as cash generated from operations, the Company relies on its primary and Japan asset-based revolving credit facilities to manage seasonal fluctuations in liquidity and to provide additional liquidity when the Company’s operating cash flows are not sufficient to fund the Company’s requirements. As of June 30, 2016, the Company had a total of $5,331,000 in borrowings outstanding under both facilities on a combined basis, $951,000 in outstanding letters of credit, and $67,619,000 in cash and cash equivalents. At June 30, 2015, the Company had a total of $42,599,000 in borrowings outstanding under both facilities on a combined basis, $1,149,000 in outstanding letters of credit, and $26,714,000 in cash and cash equivalents. The combined maximum amount that could have been outstanding under both facilities on June 30, 2016, after letters of credit, was $148,712,000, resulting in total available liquidity including cash on hand of $216,331,000 compared to the maximum amount that could have been outstanding under both facilities on June 30, 2015 of $161,940,000, and total available liquidity including cash on hand of $188,654,000. Primary Asset-Based Revolving Credit Facility The Company's primary credit facility is a Loan and Security Agreement with Bank of America N.A. (as amended, the “ABL Facility”), which provides a senior secured asset-based revolving credit facility of up to $230,000,000, comprised of a $160,000,000 U.S. facility, a $25,000,000 Canadian facility and a $45,000,000 United Kingdom facility, in each case subject to borrowing base availability under the applicable facility. The amounts outstanding under the ABL Facility are secured by certain assets, including cash (to the extent pledged by the Company), inventory and accounts receivable of the Company’s subsidiaries in the United States, Canada and the United Kingdom. As of June 30, 2016, the Company had no borrowings outstanding under the ABL Facility and $951,000 in outstanding letters of credit. The maximum amount of additional indebtedness (as defined by the ABL Facility) that could have been outstanding on June 30, 2016, after outstanding borrowings and letters of credit, was approximately $129,328,000. The maximum availability under the ABL Facility fluctuates with the general seasonality of the business and increases and decreases with changes in the Company’s inventory and accounts receivable balances. The maximum availability is at its highest during the first half of the year when the Company’s inventory and accounts receivable balances are higher and is lower during the second half of the year when the Company's inventory levels decrease and its accounts receivable decrease as a result of cash collections and lower sales. Average outstanding borrowings during the six months ended June 30, 2016 were $38,801,000, and the average amount available under the ABL Facility during the six months ended June 30, 2016, after outstanding borrowings and letters of credit, was approximately $113,574,000. Amounts borrowed under the ABL Facility may be repaid and borrowed as needed. The entire outstanding principal amount (if any) is due and payable on June 23, 2019. The ABL Facility includes certain restrictions including, among other things, restrictions on the incurrence of additional debt, liens, stock repurchases and other restricted payments, asset sales, investments, mergers, acquisitions and affiliate transactions. In addition, the ABL Facility imposes restrictions on the amount the Company could pay in annual cash dividends, including meeting certain restrictions on the amount of additional indebtedness and requirements to maintain a certain fixed charge coverage ratio under certain circumstances. As of June 30, 2016, the maximum amount that the Company could have paid out in dividends was $69,642,000. As of June 30, 2016, the Company was in compliance with all financial covenants of the ABL Facility. Additionally, the Company is subject to compliance with a fixed charge coverage ratio covenant during, and continuing 30 days after, any period in which the Company’s borrowing base availability, as amended, falls below $23,000,000. The Company’s borrowing base availability was above $23,000,000 during the six months ended June 30, 2016, and the Company was in compliance with the fixed charge coverage ratio as of June 30, 2016. Had the Company not been in compliance with the fixed charge coverage ratio as of June 30, 2016, the Company's maximum amount of additional indebtedness that could have been outstanding on June 30, 2016 would have been reduced by $23,000,000. The interest rate applicable to outstanding loans under the ABL Facility fluctuates depending on the Company’s “availability ratio," which is expressed as a percentage of (i) the average daily availability under the ABL Facility to (ii) the sum of the Canadian, the U.K. and the U.S. borrowing bases, as adjusted. The applicable margin for any month could be reduced by 0.25% if the Company’s availability ratio is greater than or equal to 67% and the Company’s “leverage ratio” (as defined below) is less than 4.0 to 1.0 as of the last day of the month for which financial statements have been delivered, so long as no default or event of default exists. The Company’s “leverage ratio” is the ratio of the amount of debt for borrowed money to the twelve-month trailing EBITDA (as defined in the ABL Facility), each determined on a consolidated basis. At June 30, 2016, the Company’s trailing 12 month average interest rate applicable to its outstanding loans under the ABL Facility, including the fees described below, was 5.80%. The ABL Facility provides for monthly fees ranging from 0.25% to 0.375% of the unused portion of the ABL Facility, depending on the prior month’s average daily balance of revolver loans and stated amount of letters of credit relative to lenders’ commitments. The fees incurred in connection with the origination and amendment of the ABL Facility totaled $4,974,000, which are amortized into interest expense over the term of the ABL Facility agreement. Unamortized fees at June 30, 2016 and December 31, 2015 totaled $1,538,000 and $1,781,000, respectively, of which $513,000 and $509,000 were included in other current assets, respectively, and $1,025,000 and $1,272,000 were included in other assets, respectively, in the accompanying consolidated condensed balance sheets. Japan ABL Facility The Company has a separate asset-based loan and guarantee agreement between its subsidiary in Japan and The Bank of Tokyo-Mitsubishi UFG, Ltd and The Development Bank of Japan (as amended, the "Japan ABL Facility"). The Company can borrow up to 2,000,000,000 Yen (or U.S. $19,384,000, using the exchange rate in effect as of June 30, 2016) under this credit facility over a two-year term, and the amounts outstanding are secured by certain assets, including eligible inventory. The Japan ABL Facility is subject to an effective interest rate equal to TIBOR plus 0.25%. At June 30, 2016, the trailing 12 month average interest rate applicable to the Company's outstanding loans under the Japan ABL Facility together with fees was 2.56% and includes certain restrictions including covenants related to certain pledged assets and financial performance metrics. As of June 30, 2016, the Company was in compliance with these covenants. Borrowings outstanding under this facility as of June 30, 2016 totaled 550,000,000 Yen (or U.S. $5,331,000 using the exchange rate in effect as of June 30, 2016), and the maximum amount that could have been outstanding at June 30, 2016 was 2,000,000,000 Yen (or U.S. $19,384,000). Convertible Senior Notes In 2012, the Company issued $112,500,000 of 3.75% Convertible Senior Notes (the “convertible notes”). The convertible notes were convertible at the option of the note holder at any time on or prior to the close of business on the business day immediately preceding August 15, 2019, into shares of common stock at an initial conversion rate of 133.3333 shares per $1,000 principal amount of convertible notes, which is equal to an aggregate of 15,000,000 shares of common stock at a conversion price of approximately $7.50 per share, subject to customary anti-dilution adjustments. In connection with these convertible notes, the Company incurred transactional fees of $3,537,000. During the second half of 2015, the convertible notes were retired pursuant to certain exchange transactions and shareholder conversions, which resulted, among other things, in the issuance of 15,000,000 shares of the Company's common stock to the note holders. In connection with the retirement of the convertible notes, the Company recorded $108,955,000 in shareholders' equity as of December 31, 2015, net of the outstanding discount of $3,395,000. There were no convertible notes outstanding as of June 30, 2016 and December 31, 2015. In connection with the elimination of the convertible notes, the Company accelerated the amortization of transaction fees during the second half of 2015. As a result, there were no transaction fees amortized during the three and six months ended June 30, 2016. Total interest and amortization expense recognized in the three and six months ended June 30, 2015 was $1,248,000 and $2,506,000, respectively.

X
- Definition The entire disclosure for debt and capital lease obligations can be reported. Information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. Also includes descriptions and amounts of capital leasing arrangements that consist of direct financing, sales type and leveraged leases. Disclosure may include the effect on the balance sheet and the income statement resulting from a change in lease classification for leases that at inception would have been classified differently had guidance been in effect at the inception of the original lease. + References No definition available. + Details
Name: | us-gaap_DebtAndCapitalLeasesDisclosuresTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration