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Long-Term Debt
6 Months Ended
Jun. 30, 2016
Long-Term Debt [Abstract]  
Long-Term Debt

7. LONG-TERM DEBT



Long-term debt and the weighted average interest rates as of June 30, 2016 and December 31, 2015 consisted of the following:





 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

Amounts in thousands

 

June 30, 2016

 

December 31, 2015

Credit agreement - Bank of Montreal

 

$

20,421 

 

 

4.45% 

 

$

20,419 

 

 

5.07% 

Capital leases - Edmonton

 

 

270 

 

 

6.77% 

 

 

 

 

0.00% 

Credit agreement - Casinos Poland

 

 

883 

 

 

3.50% 

 

 

1,647 

 

 

3.02% 

Credit facility - Casinos Poland

 

 

 

 

0.00% 

 

 

 

 

0.00% 

Capital leases - Casinos Poland

 

 

 

 

59.33% 

 

 

13 

 

 

27.89% 

Financing obligation - CDR land lease

 

 

14,987 

 

 

14.21% 

 

 

14,087 

 

 

12.94% 

Capital leases - CDR

 

 

604 

 

 

5.48% 

 

 

615 

 

 

4.57% 

Total principal

 

$

37,169 

 

 

8.47% 

 

$

36,781 

 

 

8.21% 

Deferred financing costs

 

 

(220)

 

 

 

 

 

(261)

 

 

 

Total long-term debt

 

$

36,949 

 

 

 

 

$

36,520 

 

 

 

Less current portion

 

 

(3,790)

 

 

 

 

 

(4,123)

 

 

 

Long-term portion

 

$

33,159 

 

 

 

 

$

32,397 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 





Bank of Montreal Credit Agreement

In May 2012, the Company, through its Canadian subsidiaries, entered into the CAD 28.0 million credit agreement with BMO. On August 15, 2014, the Company, through its Canadian subsidiaries, entered into an amended and restated BMO Credit Agreement that increased the Company’s borrowing capacity to CAD 39.1 million with an interest rate of BMO’s floating rate plus a margin on the debt that is not included in the interest rate swap agreements. As of June 30, 2016, the Company had borrowed CAD 33.9 million, of which the outstanding balance was CAD 26.6 million ($20.4 million based on the exchange rate in effect on June 30, 2016) and the Company had approximately CAD 5.2 million ($4.0 million based on the exchange rate in effect on June 30, 2016) available under the BMO Credit Agreement. The outstanding borrowings cannot be re-borrowed once they are repaid. The Company has used borrowings under the BMO Credit Agreement primarily to repay the Company’s mortgage loan related to the Edmonton property, pay for the additional 33.3% investment in CPL and pay for development costs related to CDR. The Company can also use the proceeds to pursue the development or acquisition of new gaming opportunities and for general corporate purposes. Any funds not drawn down under the BMO Credit Agreement are subject to standby fees ranging from 0.50% to 0.75% payable quarterly in arrears. Standby fees of less than CAD 0.1 million (less than $0.1 million based on the exchange rates in effect on June 30, 2016 and 2015) were recorded as general and administrative expense in the condensed consolidated statements of earnings for each of the three and six months ended June 30, 2016 and June 30, 2015.  The BMO Credit Agreement has a term of five years through August 2019 and is guaranteed by the Company. The shares of the Company’s subsidiaries in Edmonton and Calgary and the Company's 75% interest in CDR are pledged as collateral for the BMO Credit Agreement. The BMO Credit Agreement contains a number of financial covenants applicable to the Canadian subsidiaries, including covenants restricting their incurrence of additional debt, a debt to EBITDA ratio, a fixed charge coverage ratio, a requirement to maintain a CAD 28.0 million equity balance and a capital expenditure limit of CAD 2.0 million per year. The Company was in compliance with all covenants of the BMO Credit Agreement as of June 30, 2016.  



In April 2015, the Company entered into two interest rate swap agreements to partially hedge the risk of future increases in the variable rate debt under the Company’s BMO Credit Agreement. The Company’s two interest rate swap agreements are set at a Canadian Dollar Offered Rate (“CDOR”) of 3.92% and 3.89%, respectively. The notional amount for each of the interest rate swap agreements was CAD 9.7 million ($7.5 million based on the exchange rate in effect on June 30, 2016).  The interest rate swap agreements are not designated as hedges for accounting purposes. As a result, changes in fair value of the interest rate swaps are recognized in interest expense on the Company’s condensed consolidated statements of earnings.



Deferred financing costs consist of the Company’s costs related to the financing of the BMO Credit Agreement. Amortization expenses relating to deferred financing charges were less than $0.1 million for each of the three months ended June 30, 2016 and 2015. These costs are included in interest expense in the condensed consolidated statements of earnings.



Edmonton

As of June 30, 2016, Edmonton had a capital lease agreement totaling CAD 0.4 million ($0.3 million based on the exchange rate in effect on June 30, 2016) for surveillance equipment.



Casinos Poland

As of June 30, 2016, CPL had debt totaling PLN 3.5 million ($0.9 million based on the exchange rate in effect on June 30, 2016) under two credit agreements and one capital lease agreement. CPL also had a credit facility that had no outstanding balance as of June 30, 2016.



The first credit agreement is with mBank (formerly known as BRE Bank). Under this credit agreement, CPL entered into a three 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. The mBank credit agreement is secured by a building owned by CPL in Warsaw, Poland. As of June 30, 2016, the amount outstanding on the term loan was PLN 2.0 million ($0.5 million based on the exchange rate in effect on June 30, 2016). CPL has no further borrowing availability under the loan, and the loan matures in November 2016. The mBank credit agreement contains a number of financial covenants applicable to CPL, including covenants that restrict the incurrence of additional debt and require CPL to maintain debt ratios and current liquidity ratios of 0.6 or higher. On March 26, 2015, CPL and mBank amended the credit agreement to lower the current liquidity ratio to 0.5. CPL was in compliance with all covenants of this mBank agreement as of June 30, 2016.  



The second credit agreement is also with mBank. Under this credit agreement, CPL entered into a three year term loan on September 15, 2014 at an interest rate of WIBOR plus 1.70%. Proceeds from the loan were used to repay balances outstanding under a prior credit agreement that matured in September 2014 and to finance current operations. The mBank credit agreement is secured by a building owned by CPL in Warsaw, Poland. As of June 30, 2016, the amount outstanding on the term loan was PLN 1.5 million ($0.4 million based on the exchange rate in effect on June 30, 2016). CPL has no further borrowing availability under the loan, and the loan matures in September 2017. The mBank credit agreement contains a number of financial covenants applicable to CPL, including covenants that restrict the incurrence of additional debt and require CPL to maintain debt ratios and current liquidity ratios of 0.6 or higher. On March 26, 2015, CPL and mBank amended the credit agreement to lower the current liquidity ratio to 0.5. CPL was in compliance with all covenants of this mBank agreement as of June 30, 2016.



The credit facility is a short-term line of credit with BPH Bank used to finance current operations. The bank line of credit bears an interest rate of WIBOR plus 1.85% with a borrowing capacity of PLN 13.0 million, of which PLN 2.0 million may only be used to secure bank guarantees. The credit facility terminates on February 11, 2018.  The BPH Bank line of credit is secured by a building owned by CPL in Warsaw, Poland. As of June 30, 2016, there was no outstanding amount on the credit facility, and CPL had approximately PLN 11.0 million ($2.8 million based on the exchange rate in effect on June 30, 2016) available under the agreement. The BPH Bank facility contains a number of financial covenants applicable to CPL, including covenants that restrict the incurrence of additional debt and debt to EBITDA ratios. CPL was in compliance with all covenants of the BPH Bank line of credit as of June 30, 2016.



CPL’s remaining debt is a capital lease agreement for a vehicle. As of June 30, 2016, the amount outstanding was less than PLN 0.1 million (less than $0.1 million based on the exchange rate in effect on June 30, 2016).



In addition, under Polish gaming law, CPL is required to maintain PLN 3.6 million in the form of deposits or bank guarantees for payment of casino jackpots and gaming tax obligations.  mBank issued guarantees to CPL for this purpose totaling PLN 3.6 million ($0.9 million based on the exchange rate in effect on June 30, 2016). The mBank guarantees are secured by land owned by CPL in Kolbaskowo, Poland and terminate on October 31, 2019.  In addition, CPL is required to maintain deposits or provide bank guarantees for payment of additional prizes and giveaways at the casinos. The amount of these deposits varies depending on the value of the prizes. CPL maintained $0.2 million in deposits for this purpose as of June 30, 2016. These deposits are included in deposits and other on the Company’s condensed consolidated balance sheets.





Century Downs Racetrack and Casino

As of June 30, 2016, CDR had debt totaling CAD 20.3 million ($15.6 million based on the exchange rate in effect on June 30, 2016). The debt includes CDR’s land lease and five capital lease agreements.



CDR’s land lease is a financing obligation of the Company. Prior to the Company’s acquisition of its ownership interest in CDR, CDR sold a portion of the land on which the REC project is located and then entered into an agreement to lease back a portion of the land sold. The Company accounts for the lease using the financing method by accounting for the land subject to lease as an asset and the lease payments as interest on the financing obligation. Under the land lease, CDR has four options to purchase the land. The first option date is July 1, 2023. Due to the nature of the CDR land lease financing obligation, there are no principal payments due until the Company exercises its option to purchase the land. Lease payments are applied to interest only, and any change in the outstanding balance of the financing obligation relates to foreign currency translation. As of June 30, 2016, the outstanding balance on the financing obligation was CAD 19.5 million ($15.0 million based on the exchange rate in effect on June 30, 2016) and the implicit interest rate was 10.0%.  



CDR’s remaining debt consists of five capital lease agreements for equipment used in the operation of CDR. As of June 30, 2016, the amount outstanding was CAD 0.8 million ($0.6 million based on the exchange rate in effect on June 30, 2016).



As of June 30, 2016, scheduled maturities related to long-term debt were as follows:





 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amounts in thousands

 

Bank of Montreal

 

Edmonton

 

Century Downs

 

Casinos Poland

 

Total

2016

 

$

1,302 

 

$

46 

 

$

139 

 

$

659 

 

$

2,146 

2017

 

 

2,604 

 

 

96 

 

 

289 

 

 

228 

 

 

3,217 

2018

 

 

2,604 

 

 

102 

 

 

95 

 

 

 

 

2,801 

2019

 

 

13,911 

 

 

26 

 

 

44 

 

 

 

 

13,981 

2020

 

 

 

 

 

 

28 

 

 

 

 

28 

Thereafter

 

 

 

 

 

 

14,996 

 

 

 

 

14,996 

Total

 

$

20,421 

 

$

270 

 

$

15,591 

 

$

887 

 

$

37,169