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NOTES PAYABLE AND AMENDED CREDIT AGREEMENT
 9 Months Ended
Sep. 30, 2021
NOTES PAYABLE AND AMENDED CREDIT AGREEMENT [Abstract]  
NOTES PAYABLE AND AMENDED CREDIT AGREEMENT
9. NOTES PAYABLE AND AMENDED CREDIT AGREEMENT

Amounts outstanding under the Amended Credit Agreement (as defined below) and notes payable as of September 30, 2021 and December 31, 2020 consisted of the following (in thousands):

  
September 30, 2021
    
December 31, 2020
  
Credit Agreement average effective interest rate of 2.6% for both September 30, 2021 and December 31, 2020, (inclusive of unused fee)
  
$
33,000
    
$
16,000
  
Various notes payable with $672 plus accrued interest due in the next year, interest accrues in the range of 3.25% through 5.50% per annum
    
2,937
      
5,495
  
   
$
35,937
    
$
21,495
  
Less current portion
    
(672
)
    
(4,899
)
Long term portion
  
$
35,265
    
$
16,596
  

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. This agreement was amended and/or restated in August 2015, January 2016, March 2017, November 2017 and January 2021 (hereafter referred to as “Amended Credit Agreement”). The Amended 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 Amended Credit Agreement may be used for working capital, acquisitions, purchases of the Company’s common stock, dividend payments to the Company’s common stockholders, 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 1.25% to 2.0% or the applicable spread over the Base Rate ranging from 0.1% to 1%. Fees under the Amended Credit Agreement include an unused commitment fee of 0.3% of the amount of funds outstanding under the Amended Credit Agreement.

The January 2021 amendment to the Amended Credit Agreement allows the cash and noncash consideration that the Company could pay with respect to acquisitions permitted under the Amended Credit Agreement to $50,000,000 for any fiscal year, and the amount the Company may pay in cash dividends to its shareholders in an aggregate amount not to exceed $50,000,000 in any fiscal year. The commitment remains at $125 million, however the accordion feature in the agreement was expanded to provide for capacity up to $150 million, and has a maturity date of November 30, 2025. The Amended Credit Agreement is unsecured and includes certain financial covenants which include a consolidated fixed charge coverage ratio and a consolidated leverage ratio, as defined in the agreement.

As of September 30, 2021, $33.0 million was outstanding on the Amended Credit Agreement, resulting in $92.0 million of availability. As of September 30, 2021, the Company was in compliance with all of the covenants contained in the Amended Credit Agreement.

The Company generally enters into various notes payable as a means of financing a portion of its acquisitions and purchasing of non-controlling interests. In conjunction with these transactions in 2020 and 2021, the Company entered into notes payable in the aggregate amount of $3.2 million of which an aggregate principal payment of $0.5 million is due in 2021, $0.6 million is due in 2022 and $2.1 million is due in 2023. Interest accrues in the range of 3.25% to 5.50% per annum and is payable with each principal installment. The balance of the various notes payable entered into prior to 2020 was $0.1 million which will be paid in the last two months in 2021.

Subsequent aggregate annual payments of principal required pursuant to the Amended Credit Agreement and outstanding notes payable at September 30, 2021 are as follows (in thousands):

During the twelve months ended September 30, 2022
  
$
672
  
During the twelve months ended September 30, 2023
    
2,265
  
During the twelve months ended September 30, 2026
    
33,000
  
   
$
35,937
  

The outstanding amount under the Amended Credit Agreement facility (balance at September 30, 2021 of $33.0 million) matures on November 30, 2025.