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Debt
6 Months Ended
Jun. 30, 2012
Debt [Abstract]  
Debt

Note 8. Debt

Debt at June 30, 2012, consisted of the following (in thousands):

 

                         
    June 30, 2012  
    Principal     Unamortized
Discount
    Total  

Comerica — Growth Capital Loan A, due 2015

  $ 5,000     $ (66   $ 4,934  

Comerica — Revolving Line of Credit, due 2014

    2,475       0       2,475  
   

 

 

   

 

 

   

 

 

 

Total debt

    7,475       (66     7,409  

Less: debt — current

    (3,725     33       (3,692
   

 

 

   

 

 

   

 

 

 

Debt — non-current

  $ 3,750     $ (33   $ 3,717  
   

 

 

   

 

 

   

 

 

 

Debt at December 31, 2011, consisted of the following (in thousands):

 

                         
    December 31, 2011  
    Principal     Unamortized
Discount
    Total  

Comerica — Growth Capital Loan A, due 2015

  $ 5,000     $ (84   $ 4,916  

Comerica — Revolving Line of Credit, due 2014

    2,300       0       2,300  
   

 

 

   

 

 

   

 

 

 

Total debt

    7,300       (84     7,216  

Less: debt — current

    (2,554     35       (2,519
   

 

 

   

 

 

   

 

 

 

Debt — non-current

  $ 4,746     $ (49   $ 4,697  
   

 

 

   

 

 

   

 

 

 

Principal and interest payments on debt at June 30, 2012, are expected to be as follows for each of the following five years (in thousands):

 

         

Year ended December 31,

 

2012 (remaining six months)

  $ 636  

2013

    2,033  

2014

    4,349  

2015

    1,334  

2016

    0  

2011 Growth Capital Facility

The Company entered into a loan and security agreement on September 30, 2011, as amended effective on December 13, 2011, and June 30, 2012, with Comerica Bank (“Comerica”) (collectively, the “Amended Credit Agreement”). The Amended Credit Agreement provides for an aggregate borrowing of up to $12.0 million, comprised of a growth capital loan of $5.0 million (“Growth Capital Loan”) and a formula based revolving line of credit (“RLOC”) of up to $7.0 million. The Company pledged all current and future assets, excluding its intellectual property and 35% of the Company’s investment in its subsidiary, Cerus Europe B.V., as security for borrowings under the Amended Credit Agreement.

Growth Capital Loan

Concurrent with the execution of the Amended Credit Agreement, in September 2011, the Company borrowed $5.0 million under the Growth Capital Loan, substantially all of which was used to repay the Company’s prior debt with Oxford Finance Corporation (“Oxford”), with the remainder used for general corporate purposes. The Growth Capital Loan, which matures on September 30, 2015, bears a fixed interest rate of 6.37%, with interest–only payments due for the first twelve months, followed by equal principal and interest payments for the remaining 36 months.

In September 2011, the Company incurred a commitment fee of $40,000 and loan fees of $50,000, which were recorded as a discount to its Growth Capital Loan and are being amortized as a component of interest expense using the effective interest method over the term of the Growth Capital Loan (discount was based on an implied interest rate of 7.07%). The Company will also be required to make a final payment fee of 1% of the amounts drawn under Growth Capital Loan due on the earlier of (i) prepayment of the Growth Capital Loan or (ii) the maturity of the Growth Capital Loan. The final payment fee will be accreted to interest expense using the effective interest method over the life of the Growth Capital Loan upon draw.

Revolving Line of Credit

The Amended Credit Agreement also provides for a RLOC of up to $7.0 million (the “RLOC Loan Amount”). The amount available under the RLOC is limited to the lesser of (i) 80% of eligible trade receivables or (ii) the RLOC Loan Amount. In June 2012 and December 2011, the Company drew down $0.2 million and $2.3 million, respectively, under the RLOC. The RLOC bears a floating rate based on the lender’s prime rate plus 1.50%, with interest–only payments due each month. At both June 30, 2012, and December 31, 2011, the floating rate of the RLOC was at 4.75%. The Company is required to repay the principal drawn from the RLOC at the end of the RLOC term on June 30, 2014. In September 2011, the Company incurred a commitment fee of $20,000, and will incur a $20,000 commitment fee at each annual anniversary of June 30, 2012. At June 30, 2012, and December 31, 2011, the Company had $2.5 million and $2.3 million, respectively, outstanding under the RLOC.

Compliance with Covenants

The Company is required to maintain compliance with certain customary and routine financial covenants under the Amended Credit Agreement, including maintaining a minimum cash balance of $2.5 million at Comerica and achieving minimum revenue levels, which are measured monthly based on a six-month trailing basis and must be at least 75% of the pre-established future projected revenues for the trailing six-month period. Non-compliance with the covenants could result in the principal of the note becoming due and payable. As of June 30, 2012, the Company was in compliance with the financial covenants as set forth in the Amended Credit Agreement.

2010 Growth Capital Facility

In March 2010, the Company entered into a growth capital facility agreement with Oxford and immediately borrowed and issued a senior secured note for $5.0 million. The note carried a fixed interest rate of 12.04%, with interest–only payments due for the first nine months and then equal principal and interest payments for an additional 30 months. In September 2011, the Company repaid the outstanding balance of the debt owed to Oxford using the proceeds received from the Growth Capital Loan as discussed in further detail above. The Company also accelerated and expensed the remaining closing cost and fees of $0.2 million to interest expense during the year ended December 31, 2011.