v3.8.0.1
DEBT AND CREDIT ARRANGEMENTS
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
DEBT AND CREDIT ARRANGEMENTS
DEBT AND CREDIT ARRANGEMENTS

Long-term debt consisted of the following:
 
December 31,
 
2017
 
2016
Note payable to Squadron
$
20,000

 
$
11,401

Revolving credit facility with Squadron
3,921

 
4,500

Mortgage payable to affiliate
1,531

 
1,637

Total debt
25,452

 
17,538

Less: current maturities
113

 
107

Long-term debt, net of current maturities
$
25,339

 
$
17,431



In May 2014, we entered into the Second Amended and Restated Loan and Security Agreement with Squadron Capital LLC, or Squadron in connection with a restructuring of our debt and equity. The terms of this agreement require monthly interest only payments computed at 10% per annum with all principal and unpaid interest due at maturity in May 2017 or earlier upon a change of control event, as defined in the agreement. The note payable is secured by substantially all of our assets. In November 2015, this agreement was amended to provide a revolving loan commitment of an additional $7,000. The revolving loan commitment is structured under the same terms and conditions with interest payable monthly computed at 10% per annum and principal due at maturity in May 2017 or earlier upon a change of control event, as defined in the agreement.

In April 2017, we entered into the Third Amended and Restated Loan and Security Agreement with Squadron to provide an additional $16,000 revolving loan commitment and extend the maturity date on the note payable and revolving credit facility to May 31, 2019 with an automatic extension to May 31, 2020 if we meet certain revenue goals. The agreement is structured similarly to previous amendments with interest payable monthly computed at 11% per annum and includes a $1,000 extension fee payable in three installments on the anniversary date of the agreement. The extension fee was recorded in full upon closing as a deferred financing cost within long-term debt with affiliate, net of current portion, on the December 31, 2017 consolidated balance sheet and will be recognized ratably over the term of the agreement as deferred financing charges within interest expense on the consolidated statements of operations assuming an IPO did not happen. The terms of the remaining indebtedness of $18,401 were restructured under the Third Amended and Restated Loan and Security Agreement.

Effective December 31, 2017, we entered into a Fourth Amended and Restated Loan and Security Agreement, or the Loan Agreement, with Squadron. Pursuant to the Loan Agreement, we have consolidated a majority of the term loan amounts into a $20,000 term note and reestablishes a $15,000 revolving credit facility. Also, $667 of the extension fee was cancelled as of the completion of our IPO in October 2017. Both facilities include interest only payments and will have an interest rate equal to the three month LIBOR plus 8.61%, which in total equals 10% at the inception of the loan. The Loan Agreement also extended the maturity date to January 31, 2023. Borrowings under the Loan Agreement are secured by substantially all of our assets and are unconditionally guaranteed by each of our subsidiaries.

There are no traditional financial covenants associated with the Loan Agreement. However, there are negative covenants that prohibit us from, among other things, transferring any of our material assets, merging with or acquiring another entity, entering into a transaction that would result in a change of control, incurring additional indebtedness, creating any lien on our property, making investments in third parties and redeeming stock or paying dividends.

The fair value of our note payable to Squadron was estimated based on prices for the same or similar issues and the current interest rates offered for the debt of the same remaining maturities, which are considered level 2 inputs in accordance with ASC Topic 820, “Fair Value Measurements and Disclosures.” At December 31, 2017 and 2016, the fair value approximated the carrying value.

In connection with the purchase of our office and warehouse space in Warsaw, Indiana in August 2013, we entered into a mortgage note payable to Tawani Enterprises Inc., an affiliate of Squadron. Pursuant to the terms of the mortgage note, we pay Tawani Enterprises Inc. monthly principal and interest installments of $16 with interest compounded at 5% until maturity in 2028, at which time a final payment of remaining principal and interest is due. The mortgage is secured by the related real estate and building. As of December 31, 2017 and 2016, the mortgage balance was $1,531 and $1,637, respectively, of which current principal due of $113 and $107, respectively, was included in current portion of long-term debt.

At December 31, 2017, the aggregate future principal payments on our debt arrangements are as follows:
Year Ending December 31:
 
2018
$
113

2019
118

2020
124

2021
131

2022
137

Thereafter
24,829

 
$
25,452



Interest expense relating to notes payable to Squadron was $2,490, $1,476 and $1,230 for the years ended December 31, 2017, 2016 and 2015, respectively.