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Bank Debt
6 Months Ended
Jun. 30, 2017
Bank Debt [Abstract]  
BANK DEBT
11.BANK DEBT

 

During the first quarter of 2016, we entered into bank debt agreements covering certain additional credit facilities with TD Bank N.A. aggregating up to approximately $4.5 million. As a result of loan amendments entered into with TD Bank N.A. on March 1, 2017, these credit facilities now aggregate up to approximately $6.5 million, subject to certain restrictions set forth in the agreements. These amendments were accounted for as modifications, and the related debt issuance costs are being amortized over the new terms. The first instrument (Instrument #4) is comprised of a construction loan of up to $2.5 million and not to exceed 80% of the cost of the equipment to be installed in our commercial-scale Nisin production facility. Effective March 1, 2017, this loan amount was increased by $1.44 million to $3.94 million. As amended, interest only will be payable at a variable rate equal to the one-month LIBOR plus a margin of 2.25% (which was equal to 3.42% as of June 30, 2017) through September 2018, at which time the loan converts to a seven-year term loan facility at the same variable interest rate with monthly principal and interest payments due based on a seven-year amortization schedule. The second instrument (Instrument #5) is comprised of a construction loan of up to $2.0 million and not to exceed 80% (75% prior to the March 1, 2017 amendment) of the appraised value of our commercial-scale Nisin production facility in Portland, Maine. Effective March 1, 2017, this loan amount was increased by $560,000 to $2.56 million. As amended, interest only will be payable at a variable rate equal to the one-month LIBOR plus a margin of 2.25% through March 2018, at which time the loan converts to a nine-year term loan facility at the same variable interest rate with monthly principal and interest payments due based on a twenty-year amortization schedule with a balloon principal payment due in March 2027. These credit facilities are secured by substantially all of our assets and are subject to certain financial covenants. As of June 30, 2017, $500,000 was outstanding under Instrument #4.

 

We have in place two other credit facilities with TD Bank N.A. not to exceed 80% of the appraised value of our corporate headquarters and production and research facility in Portland. Proceeds from a $1.0 million mortgage note (Instrument #1) were received during the third quarter of 2010. Based on a fifteen-year amortization schedule, a balloon principal payment of $451,885 will be due during the third quarter of 2020. Proceeds from a $2.5 million mortgage note (Instrument #2) were received during the third quarter of 2015. Based on a twenty-year amortization schedule, a balloon principal payment of approximately $1.55 million will be due during the third quarter of 2025. Additionally, proceeds from a $340,000 mortgage note (Instrument #3), which is secured by the 4,114 square foot warehouse and storage facility we acquired adjacent to our Nisin production plant, were received during the first quarter of 2017. This note bears interest at a variable rate equal to the one-month LIBOR plus a margin of 2.25% (which was equal to 3.42% as of June 30, 2017) with monthly principal and interest payments due for ten years based on a twenty-year amortization table. These three notes are secured by substantially all of our assets and are subject to certain financial covenants. Principal payments (net of debt issuance costs) due under debt outstanding as of June 30, 2017 (excluding our $500,000 line of credit) are reflected in the following table by the year that payments are due:

 

  

Six-month

period ending 12/31/2017

  

Year

ending

12/31/2018

  

Year

ending

12/31/2019

  

Year

ending

12/31/2020

  

Year

ending

12/31/2021

  

 

After

12/31/2021

  Total 
Instrument #1 $31,152  $64,876  $68,908  $493,696   -   -  $658,632 
Instrument #2  41,622   86,097   89,997   94,005  $98,538  $1,951,228   2,361,487 
Instrument #3(1)  5,993   12,367   12,796   13,241   13,701   278,920   337,018 
Instrument #4(1)  -   125,098   374,902   -   -   -   500,000 
Instrument #5  -   -   -   -   -   -   - 
Debt Issuance Costs  (8,192)  (16,384)  (16,384)  (15,751)  (14,737)  (62,490)  (133,938)
Total (excluding line 
of credit)
 $70,575  $272,054  $530,219  $585,191  $97,502  $2,167,658  $3,723,199 

 

(1)These notes bear interest at a variable rate equal to the one-month LIBOR plus a margin of 2.25%. Figures in this table are estimated using an interest rate of approximately 3.42%. The actual interest rate and principal payments will be different.

 

The $500,000 line of credit with TD Bank N.A. was first entered into during the third quarter of 2010 and has been renewed approximately annually since then and is available as needed and has been extended through May 31, 2018. The line of credit, which is subject to certain financial covenants, was fully utilized as of June 30, 2017. There was no outstanding balance under this line of credit as of December 31, 2016. Interest on borrowings against the line of credit are variable at the higher of 4.25% per annum or the one-month LIBOR plus 3.5% per annum.

 

In connection with the credit facilities entered into during the third quarters of 2010 and 2015 and the first quarters of 2016 and 2017, we incurred debt issue costs of $26,489, $34,125, $46,734 and $62,314, respectively, which costs are being recorded as a component of other expenses over the terms of the credit facilities.

 

We hedged our interest rate exposure on Instrument #1 and Instrument #2 mortgage notes with interest rate swap agreements that effectively converted floating interest rates based on the one-month LIBOR plus a margin of 3.25% and 2.25% to the fixed rates of 6.04% and 4.38%, respectively. As of June 30, 2017, the variable rates on these two mortgage notes were 4.38% and 3.46%, respectively. All derivatives are recognized on the balance sheet at their fair value. At the time of the closings and thereafter, the agreements were determined to be highly effective in hedging the variability of the identified cash flows and have been designated as cash flow hedges of the variability in the hedged interest payments. Changes in the fair value of the interest rate swap agreements are recorded in other comprehensive income (loss), net of taxes. The original notional amounts of the interest rate swap agreements of $1,000,000 and $2,500,000 amortize in accordance with the amortization of the mortgage notes. The notional amount of the interest rate swaps was $3,020,119 as of June 30, 2017. The fair values of the interest rate swaps have been determined using observable market-based inputs or unobservable inputs that are corroborated by market data. Accordingly, the interest rate swaps are classified as level 2 within the fair value hierarchy provided in Codification Topic 820, Fair Value Measurements and Disclosures.

 

  

Three-Month Periods Ended
June 30,

 
  2017  2016 
Payments required by interest rate swaps $10,044  $14,984 
Other comprehensive income (loss), net of taxes $(8,476) $(30,217)

 

  Six-Month Periods Ended June 30, 
  2017  2016 
Payments required by interest rate swaps $21,720  $30,184 
Other comprehensive income (loss), net of taxes $1,594  $(95,290)

 

  Years Ended
December 31,
 
  2016  2015 
Payments required by interest rate swaps $58,346  $32,515 
Other comprehensive income (loss), net of taxes taxes $26,354  $(26,925)