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DEBT
6 Months Ended
Jun. 30, 2016
DEBT  
DEBT

 

6. DEBT

 

Credit Agreement

 

The Company’s existing Credit Agreement with Sovereign Bank (the “Credit Agreement”) includes a term loan feature and a revolving loan feature, and also allows for the issuance of letters of credit and other promissory notes. The Company can borrow up to a maximum of $20.0 million pursuant to the Credit Agreement, subject to the terms and limitations discussed below.

 

The Company has one outstanding note payable at June 30, 2016 under the term loan feature of the Credit Agreement with a principal amount of $1,714,000 (the “Term Loan”).  In addition, the Company has two outstanding notes payable under the Credit Agreement that are not under the term loan feature (and therefore, do not count towards the maximum amounts that we may borrow) which were incurred to purchase (and are secured by) equipment, representing a remaining aggregate principal amount of $3,439,000 as of June 30, 2016. In addition, the Credit Agreement permits the Company to borrow, repay and re-borrow, from time to time until June 30, 2017, up to the lesser of $20.0 million or 80% of the Company’s eligible accounts receivable less the then-outstanding principal balance of the Term Loan (the “Line of Credit”). The Company has not utilized the Line of Credit during the current year. Because the Company’s ability to borrow funds under the Line of Credit is tied to the amount of the Company’s eligible accounts receivable, if the Company’s accounts receivable decrease materially for any reason, including delays, reductions or cancellations by clients or decreased demand for our services, our ability to borrow to fund operations or other obligations may be limited.

 

Sovereign Bank has also issued a letter of credit under the Credit Agreement in the principal amount of $1,767,000 in favor of AIG Assurance Company in order to support payment of certain insurance premiums of the Company. The principal amount of this letter of credit counts as funds borrowed under our Line of Credit.

 

The Company’s obligations under the Line of Credit are secured by a security interest in the Company’s accounts receivable, and the term notes are secured by certain of the Company’s core equipment. Interest on amounts outstanding under the Credit Agreement accrues at the lesser of 4.5% or the prime rate (as quoted in the Wall Street Journal), subject to an interest rate floor of 2.5%. The Credit Agreement contains customary covenants for credit facilities of this type, including limitations on disposition of assets, mergers and other fundamental changes. The Company is also obligated to meet certain financial covenants, including (i) a ratio of (x) total liabilities minus subordinated debt to (y) tangible net worth plus subordinated debt not to exceed 1.00:1.00, (ii) a ratio of current assets to current liabilities of at least 1.50:1.00 and (iii) required tangible net worth of not less than $150,000,000. The Company was in compliance with all covenants under the Credit Agreement, including specified ratios, as of June 30, 2016.

 

Other Indebtedness

 

The Company has one outstanding note, in the remaining principal amount of $211,000 at June 30, 2016 payable to a finance company for insurance.

 

In addition, the Company leases vehicles and certain specialized seismic equipment under leases classified as capital leases. The Company’s condensed consolidated balance sheet as of June 30, 2016 includes capital lease obligations of $813,000.

 

The following tables set forth the aggregate principal amount under the Company’s outstanding notes payable and the interest rates as of June 30, 2016 and December 31, 2015:

 

 

 

June 30, 2016

 

December 31, 2015

 

Notes payable to commercial banks

 

 

 

 

 

Aggregate principal amount outstanding

 

$

5,153,000 

 

$

8,654,000 

 

Interest rates

 

3.50%-4.50%

 

3.50%-4.50%

 

 

 

 

June 30, 2016

 

December 31, 2015

 

Notes payable to finance company for insurance

 

 

 

 

 

Aggregate principal amount outstanding

 

$

211,000 

 

$

838,000 

 

Interest rates

 

2.35 

%

2.35 

%

 

The aggregate maturities of the notes payable at June 30, 2016 are as follows:

 

July 2016 – June 2017

 

$

4,856,000 

 

July 2017 – June 2018

 

508,000 

 

 

 

 

 

 

 

$

5,364,000 

 

 

 

 

 

 

 

The following is a schedule showing future minimum lease payments under capital leases by years and the present value of the minimum lease payments as of June 30, 2016:

 

July 2016 – June 2017

 

$

646,000 

 

July 2017 – June 2018

 

167,000 

 

 

 

 

 

 

 

$

813,000 

 

 

 

 

 

 

 

Interest rates on these leases ranged from 3.16% to 6.88%.