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Long-Term Debt
6 Months Ended
Jun. 30, 2014
Long-Term Debt [Abstract]  
Long-Term Debt

 

6. LONG-TERM DEBT

 

Long-term debt as of June 30, 2014 and December 31, 2013 consisted of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,

 

December 31,

Amounts in thousands

 

2014

 

2013

Credit agreement - Bank of Montreal

 

$

10,133 

 

$

9,277 

Credit agreement - Casinos Poland

 

 

4,081 

 

 

4,798 

Credit facility - Casinos Poland

 

 

2,999 

 

 

1,447 

Capital leases - Casinos Poland

 

 

177 

 

 

207 

Financing obligation - UHA land lease*

 

 

18,262 

 

 

18,330 

Total long-term debt

 

$

35,652 

 

$

34,059 

Less current portion

 

 

(5,841)

 

 

(4,195)

Long-term portion

 

$

29,811 

 

$

29,864 

 

 

 

 

 

 

 

 

*The financing obligation represents the land lease with UHA. Prior to the Company’s acquisition, UHA purchased various plots of land on which the REC project will be constructed. UHA sold a portion of the land consisting of 71.99 acres to Rosebridge and leased back 51.99 acres of the land. The Company began accounting for the lease using the financing method as of the date of the UHA acquisition. Under the financing method, the Company accounts for the land subject to lease as an asset and the lease payments as interest on the financing obligation. Under the land lease, UHA has four options to purchase the land. The first option date is July 1, 2023.

 

As of June 30, 2014, scheduled maturities related to Bank of Montreal and Casinos Poland long-term debt are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts in thousands

 

 

Bank of Montreal

 

 

Casinos Poland

2014

 

$

515 

 

$

3,972 

2015

 

 

1,030 

 

 

1,677 

2016

 

 

1,030 

 

 

1,608 

2017

 

 

1,030 

 

 

2018

 

 

1,030 

 

 

Thereafter

 

 

5,498 

 

 

Total

 

$

10,133 

 

$

7,257 

 

 

 

 

 

 

 

 

 

The consolidated weighted average interest rate on all Company debt was 8.1% for the six months ended June 30, 2014. The Company pays a floating interest rate on its borrowings under the BMO Credit Agreement and the current interest rate is approximately 3.75%. The Company pays a weighted average interest rate of 5.48% on its borrowings under the CPL loan agreements. The weighted average interest rate on all Company debt is higher than the 3.75% interest rate of the BMO Credit Agreement and the weighted average interest of 5.48% on the CPL loan agreements due to the UHA financing obligation, on which the Company pays an implicit interest rate of 10.0%.  

 

Credit Agreement – Bank of Montreal

On May 23, 2012, the Company, through its Canadian subsidiaries, entered into the CAD 28.0 million credit agreement with the Bank of Montreal. On May 23, 2012, the Company borrowed CAD 3.7 million from the BMO Credit Agreement to repay the Company’s mortgage loan related to the Edmonton property. The Company can also use the proceeds to pursue the development or acquisition of new gaming opportunities and for general corporate purposes. The BMO Credit Agreement has a term of five years through May 2017 and is guaranteed by the Company. On February 21, 2013, the Company borrowed CAD 7.3 million to pay for the additional 33.3% investment in CPL (Note 3). On June 19, 2014, the Company borrowed CAD 1.5 million to pay for development costs related to the REC project (Note 3) and general corporate purposes. The shares of the Company’s subsidiaries in Edmonton and Calgary are pledged as collateral for the BMO Credit Agreement. The BMO Credit Agreement contains a number of financial covenants applicable to the Canadian subsidiaries, in addition to covenants restricting their incurrence of additional debt. The Company was in compliance with all covenants of the BMO Credit Agreement as of June 30, 2014. As of June 30, 2014, the amount outstanding was $10.1 million and the Company had approximately CAD 15.5 million (approximately $14.5 million based on the exchange rate in effect on June 30, 2014) available under the BMO Credit Agreement. The CAD 12.5 million the Company has borrowed cannot be re-borrowed once it is repaid.

 

Amortization expenses relating to deferred financing charges were less than $0.1 million for the period ended June 30, 2014 and 2013. These costs are included in interest expense in the consolidated statements of earnings.

 

The Company has a committed term sheet from BMO for CAD 11.0 million of additional financing for the REC project. The Company’s 15% ownership interest in UHA is pledged as collateral for the loan. 

 

Casinos Poland

Through the CPL acquisition, the Company assumed debt totaling $7.3 million as of June 30, 2014. The debt includes two bank loans, one bank line of credit and 12 capital lease agreements.

 

The first bank loan is with mBank (formerly known as BRE Bank). CPL entered into the 2.5 year term loan in November 2013 at an interest rate of Warsaw Interbank Offered Rate (“WIBOR”) plus 1.75%. Proceeds from the loan were used to repay the balance of the Bank Pocztowy loan related to the CPL properties, invest in slot equipment and relocate the Company’s Poznan, Poland casino. As of June 30, 2014, the amount outstanding was $3.8 million, and CPL had no further borrowing availability under the loan. The loan matures in November 2016. The mBank loan agreement contains a number of financial covenants applicable to CPL, in addition to covenants restricting incurrence of additional debt by CPL. CPL complied with all covenants of this mBank agreement as of June 30, 2014. The second bank loan is also with mBank. CPL entered into the 2-year term loan at an interest rate of WIBOR plus 2.5%. Proceeds from the loan were used to finance current operations. As of June 30, 2014, the amount outstanding was $0.3 million, and CPL had no further borrowing availability under the loan. The mBank loan matures in September 2014. The mBank loan agreement contains a number of financial covenants applicable to CPL, in addition to covenants restricting incurrence of additional debt. CPL complied with all covenants of this mBank agreement as of June 30, 2014.

 

 

The bank line of credit is a short-term facility with BPH Bank used to finance current operations. The bank line of credit bears an interest rate of WIBOR plus 1.85%. The credit agreement terminates on February 13, 2016. As of June 30, 2014, the amount outstanding was $3.0 million and CPL has approximately $0.6 million available under the agreement. The BPH Bank facility contains a number of financial covenants applicable to CPL, in addition to covenants restricting incurrence of additional debt by CPL. CPL complied with all covenants of the BPH Bank line of credit as of June 30, 2014.

 

CPL’s remaining debt consists of 12 capital lease agreements. The lease agreements are for various vehicles that are replaced on an ongoing basis. As of June 30, 2014, the amount outstanding was $0.2 million.

 

In addition, under Polish gaming law, CPL is required to maintain PLN 4.8 million in the form of deposits or bank guarantees for payment of casino jackpots and gaming tax obligations.  On April 17, 2013, mBank issued a guarantee of PLN 1.2 million ($0.4 million based on the exchange rate in effect as of June 30, 2014) and on February 14, 2014, mBank issued a guarantee of PLN 3.6 million ($1.2 million based on the exchange rate in effect as of June 30, 2014) to CPL for this purpose.  The terms of the guarantees by mBank end on October 31, 2019.  As of June 30, 2014, CPL maintained $0.6 million in deposits for this purpose.

 

UHA

Prior to the Company’s acquisition, UHA purchased various plots of land on which the REC project will be constructed. UHA sold a portion of this land consisting of 71.99 acres to Rosebridge and leased back 51.99 acres of the land. The Company began accounting for the lease using the financing method as of the date of acquisition. Under the financing method, the Company accounts for the land subject to lease as an asset and the lease payments as interest on the financing obligation. As of June 30, 2014, the outstanding balance on the financing obligation was $18.3 million and the implicit interest rate was 10.0%.