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Indebtedness
6 Months Ended
Jun. 30, 2015
Indebtedness

8. The Company has a revolving line of credit and various notes payable that together constitute the short-term and long-term loan balances shown in the condensed consolidated balance sheets at June 30, 2015 and December 31, 2014. These are summarized in the following table:

 

Indebtedness

   June 30, 2015     December 31, 2014  

$000’s

   Long-
term
    Short-
term
     Total     Long-
term
    Short-
term
     Total  

Revolving line of credit

   $ 88,400      $ —         $ 88,400      $ 99,400      $ —        $ 99,400   

Deferred loan fees

     (804     —           (804     (850     —           (850

Notes payable

     18        10,072         10,090        55        71         126   
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

 

Total indebtedness

   $ 87,614      $ 10,072       $ 97,686      $ 98,605      $ 71       $ 98,676   
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

    

 

 

 

On June 17, 2013, AMVAC Chemical Corporation (“AMVAC”), the Company’s principal operating subsidiary, as borrower, and affiliates (including the Company), as guarantors and/or borrowers, entered into a Second Amended and Restated Credit Agreement (the “New Credit Agreement”) with a group of commercial lenders led by Bank of the West (AMVAC’s primary bank) as agent, swing line lender and L/C issuer. The new facility also includes both AMVAC C.V. and AMVAC Netherlands B.V. (both Dutch subsidiaries) as borrowers. The New Credit Agreement supersedes the Amended and Restated Credit Agreement (“First Amendment”) dated as of January 10, 2011. The New Credit Agreement is a senior secured lending facility with a five year term and consists of a revolving line of credit with a maximum limit of $200 million and an accordion feature with a maximum limit of $100 million. The actual borrowing capacity under this facility depends upon its compliance with the key covenants described below. In connection with AMVAC’s entering into the New Credit Agreement, all outstanding indebtedness under the First Amendment was rolled over into the New Credit Agreement, including the conversion of term loans into revolving debt.

On July 18, 2014, AMVAC, as borrower, and affiliates (including the Company), as guarantors and/or borrowers, entered into a First Amendment to Second Amended and Restated Credit Agreement (the “First Amendment”) with a group of commercial lenders led by Bank of the West (AMVAC’s primary bank) as agent, swing line lender and L/C issuer. Under the First Amendment, the Consolidated Funded Debt Ratio was increased for the third and fourth quarters of 2014 and the first quarter of 2015, and, further, borrowers are permitted to pay cash dividends to stockholders during the first and second quarters of 2015 notwithstanding prior net income levels.

On April 28, 2015, AMVAC and affiliates (including the Company), as guarantors and/or borrowers, entered into a Second Amendment to Second Amended and Restated Credit Agreement (the “Second Amendment”) with a group of commercial lenders led by Bank of the West (AMVAC’s primary bank) as agent, swing line lender and L/C issuer. Under the Second Amendment, the Consolidated Funded Debt Ratio was increased for the second, third and fourth quarters of 2015.

 

The Company has three key covenants to its senior, secured credit facility with its banking syndicate. The covenants are as follows: (1) the Company must maintain its borrowings below a certain consolidated funded debt ratio (taking into account the Company’s twelve month trailing EBITDA), (2) the Company has a limitation on its annual spending on the acquisition of fixed asset capital additions, and (3) the Company must maintain a certain consolidated fixed charge coverage ratio. As of June 30, 2015 the Company met all covenants in that credit facility.

At June 30, 2015, based on its performance against the most restrictive covenants listed above, the Company had the capacity to increase its borrowings by up to $27,101 under the credit facility agreement. This compares to an available borrowing capacity of $64,057 as of June 30, 2014. This decrease in borrowing availability arises from reduced financial performance (as measured in EBITDA) for the trailing twelve month period and increased borrowings associated with product line acquisitions.

During the three month and six month periods ended June 30, 2014 (and throughout the balance of 2014, terminating on December 31, 2014), the Company had in place one interest rate swap contract. While in place, the interest rate swap contract was accounted for under FASB ASC 815 as a cash flow hedge. The effective portion of the gains or losses on the interest rate swap were reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transactions affected earnings. As a result of the termination of the swap contract, there were no gains or losses in other comprehensive income (“OCI”) related to interest rate swap contracts that were expected to be reclassified to earnings in the coming 12 months.

The following tables illustrate the impact of derivatives on the Company’s statements of operations and comprehensive income for the three months and six months ended June 30, 2015 and 2014.

The Effect of Derivative Instruments on the Statement of Financial Performance

For the three months ended June 30, 2015 and 2014

 

    Amount of Gain or
(Loss) Recognized in
OCI on Derivative
(Effective Portion)
    Location of Gain or
(Loss) Reclassified
from Accumulated
    Amount of Gain or (Loss)
Reclassified from Accumulated
OCI into Income (Effective
Portion)
    Location of Gain or
(Loss) Recognized in
    Amount of Gain or
(Loss)
Recognized
in Income on
Derivative
(Ineffective Portion)
 

Derivatives in ASC 815 Cash Flow

Hedging Relationships

  2015     2014     OCI into Income
(Effective Portion)
    2015     2014     Income on Derivative
(Ineffective Portion)
    2015     2014  

Interest rate contracts

  $ —       $ (8     Interest Expense      $ —       $ (153     Interest Expense      $ —       $ —    
 

 

 

   

 

 

     

 

 

   

 

 

     

 

 

   

 

 

 

Total

  $ —       $ (8     $ —       $ (153     $ —       $ —    
 

 

 

   

 

 

     

 

 

   

 

 

     

 

 

   

 

 

 

For the six months ended June 30, 2015 and 2014

 

 

    Amount of Gain or
(Loss) Recognized in
OCI on Derivative
(Effective Portion)
    Location of Gain or
(Loss) Reclassified
from Accumulated
    Amount of Gain or (Loss)
Reclassified from Accumulated
OCI into Income (Effective
Portion)
    Location of Gain or
(Loss) Recognized in
    Amount of Gain or
(Loss)
Recognized
in Income on
Derivative
(Ineffective Portion)
 

Derivatives in ASC 815 Cash Flow

Hedging Relationships

  2015     2014     OCI into Income
(Effective Portion)
    2015     2014     Income on Derivative
(Ineffective Portion)
    2015     2014  

Interest rate contracts

  $ —       $ (31     Interest Expense      $ —       $ (312     Interest Expense      $ —       $ —    
 

 

 

   

 

 

     

 

 

   

 

 

     

 

 

   

 

 

 

Total

  $ —       $ (31     $ —       $ (312     $ —       $ —