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NOTES PAYABLE AND CREDIT AGREEMENT
 6 Months Ended
Jun. 30, 2013
Debt Disclosure [Abstract]  
NOTES PAYABLE AND CREDIT AGREEMENT

7. NOTES PAYABLE AND CREDIT AGREEMENT

Credit Agreement and notes payable as of June 30, 2013 and December 31, 2012 consisted of the following ($ in thousands):

 

     2013     2012  

Credit Agreement average effective interest rate of 3.0% inclusive of unused fee

    $ 15,750      $ 17,400   

Various notes payable with $800 plus accrued interest due in the next year interest accrues at 3.25% per annum

      1,200        634   
  

 

 

    

 

 

  
     16,950        18,034   

Less current portion

      (800 )      (459 ) 
  

 

 

    

 

 

  
   $ 16,150      $ 17,575   
  

 

 

    

 

 

  

 

Effective August 27, 2007, the Company entered into a credit agreement with a commitment for a $30.0 million revolving credit facility which was increased to $50.0 million effective June 4, 2008 and increased to $75.0 million effective July 14, 2011 (the “Credit Agreement”). Effective March 18, 2009, the Credit Agreement was amended to permit the purchase up to $15,000,000 of the Company’s common stock subject to compliance with certain covenants, including the requirement that after giving effect to any stock purchase, the Company’s consolidated leverage ratio (as defined in the Credit Agreement) be less than 1.0 to 1.0 and that any stock repurchased be retired within seven days of purchase. Effective October 13, 2010, the Credit Agreement was amended to extend the maturity date from August 31, 2011 to August 31, 2015. In addition, the Credit Agreement was amended to adjust the pricing grid which is based on the Company’s consolidated leverage ratio with the applicable spread over LIBOR ranging from 1.6% to 2.5% or the applicable spread over the Base Rate ranging from .1% to 1%. Effective October 24, 2012, the Credit Agreement was amended to permit the Company to purchase, commencing on October 24, 2012, and at all times thereafter, up to $15,000,000 of its common stock subject to compliance with covenants. On December 3, 2012, the Credit Agreement was amended to allow the Company to pay a special dividend of $0.40 per share. The Credit Agreement is unsecured and has loan covenants, including requirements that the Company comply with a consolidated fixed charge coverage ratio and consolidated leverage ratio. Proceeds from the Credit Agreement may be used for working capital, acquisitions, purchases of the Company’s common stock, dividend payments to the Company’s common shareholders, capital expenditures and other corporate purposes. Fees under the Credit Agreement include an unused commitment fee ranging from .1% to .25% depending on the Company’s consolidated leverage ratio and the amount of funds outstanding under the Credit Agreement. On June 30, 2013, $15.8 million was outstanding under the Credit Agreement resulting in $59.2 million of availability. As of June 30, 2013, the Company was in compliance with all of the covenants thereunder.

The Company generally enters into various notes payable as a means of financing a portion of its acquisitions and purchases of non-controlling interests. In conjunction with the clinic group acquisitions, the Company entered into several seller notes. See Note 3 to consolidated financial statements – Acquisitions of Businesses.

Aggregate annual payments of principal required pursuant to the Credit Agreement and the above notes payable subsequent to June 30, 2013 are as follows (in thousands):

 

During the twelve months ended June 30, 2014

    $ 800   

During the twelve months ended June 30, 2015

    $ 400   

During the twelve months ended June 30, 2016

    $ 15,750   
  

 

 

  
   $ 16,950