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NOTES PAYABLE AND CREDIT AGREEMENT
9 Months Ended
Sep. 30, 2015
NOTES PAYABLE AND CREDIT AGREEMENT [Abstract]  
NOTES PAYABLE AND CREDIT AGREEMENT
9. NOTES PAYABLE AND CREDIT AGREEMENT

Amounts outstanding under the Credit Agreement and notes payable as of September 30, 2015 and December 31, 2014 consisted of the following (in thousands):

 
 
September 30, 2015
  
December 31, 2014
 
Credit Agreement average effective interest rate of 2.2% inclusive of unused fee
 
$
46,000
  
$
34,500
 
Various notes payable with $1,412 plus accrued interest due in the next year, interest accrues at 3.25% per annum
  
3,091
   
1,117
 
 
  
49,091
   
35,617
 
Less current portion
  
(1,412
)
  
(883
)
 
 
$
47,679
  
$
34,734
 

Effective December 5, 2013, the Company entered into an Amended and Restated Credit Agreement with a commitment for a $125.0 million revolving credit facility with a maturity date of November 30, 2018 (“Credit Agreement”). 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. The pricing grid is based on the Company’s consolidated leverage ratio with the applicable spread over LIBOR ranging from 1.5% to 2.5% or the applicable spread over the Base Rate ranging from 0.1% to 1%. Fees under the Credit Agreement include an unused commitment fee ranging from 0.1% to 0.25% depending on the Company’s consolidated leverage ratio and the amount of funds outstanding under the Credit Agreement.

On September 30, 2015, $46.0 million was outstanding on the Credit Agreement resulting in $79.0 million of availability. As of September 30, 2015, 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 acquisitions in 2015, the Company entered into notes payable in the aggregate amount of $1,350,000, payable in two equal annual installments totaling $325,000 plus any accrued and unpaid interest in 2016 and 2017 and an installment of $700,000 plus any accrued and unpaid interest in 2018. In addition, in conjunction with the purchase of non-controlling interests, the Company entered a note payable in September 2015 totaling $1,240,659 payable in two equal annual installments totaling $620,329 plus any accrued and unpaid interest in 2016 and 2017. Interest accrues at 3.25% per annum. In conjunction with the acquisition in 2014 and the purchase of a non-controlling interest, the Company entered into notes payable in the aggregate amount of $466,172, each payable in two equal annual installments totaling an aggregate of $233,086 plus any accrued and unpaid interest. Interest accrues at 3.25% per annum, subject to adjustment. The balance of the notes payable entered into in 2014 was $250,029 as of September 30, 2015.  The remaining balance of $250,000 relates to various notes payable due to acquisitions in 2013.

Aggregate annual payments of principal required pursuant to the Credit Agreement and the above notes payable subsequent to September 30, 2015 are as follows (in thousands):

During the twelve months ended September 30, 2016
 
$
1,412
 
During the twelve months ended September 30, 2017
  
979
 
During the twelve months ended September 30, 2018
  
700
 
During the twelve months ended September 30, 2019
  
46,000
 
Total
 
$
49,091