XML 40 R23.htm IDEA: XBRL DOCUMENT
v3.19.1

Long Term Debt | 12 Months Ended
--- | ---
Dec. 31, 2018
Long Term Debt [Abstract] |
Long Term Debt Disclosure [Text Block] | 15. Long Term Debt On January 22, 2018, in connection with the closing of the Denville Transaction, the Company terminated the Third Amended and Restated Credit Agreement (the Credit Agreement), among the Company, Brown Brothers Harriman & Co. and each of the other lenders party thereto, and Bank of America, as administrative agent. All outstanding amounts under the agreement were repaid in full using a portion of the proceeds of the Denville Transaction. At the time of repayment, there was approximately $11.9 million outstanding. On January 31, 2018, the Company entered into a financing agreement by and among the Company and certain subsidiaries of the Company parties thereto, as borrowers (collectively, the Borrower), certain subsidiaries of the Compan y parties thereto, as guarantors, various lenders from time to time party thereto (the Lenders), and Cerberus Business Finance, LLC, as collateral agent and administrative agent for the Lenders (the Financing Agreement). On August 16, 2018, the Company and Cerberus Business Finance, LLC entered into a First Amendment to the Financing Agreement, which such amendment modified certain provisions related to the borrowing base and reporting, among other things. The Financing Agreement provides for senior secu red credit facilities (the Senior Secured Credit Facilities) comprised of a $64.0 million term loan and up to a $25.0 million revolving line of credit. The proceeds of the term loan and $4.8 million of advances under the revolving line of credit were used to fund a portion of the DSI acquisition, and to pay fees and expenses related thereto and the closing of the Senior Secured Credit Facilities. In addition, the revolving facility is available for use by the Company and its subsidiaries for general corpora te and working capital needs, and other purposes to the extent permitted by the Financing Agreement. The Senior Secured Credit Facilities have a maturity of five years. Commencing on March 31, 2018, the outstanding term loans amortized in equal quarterl y installments equal to $0.4 million per quarter on such date and during each of the next three quarters thereafter. Beginning the quarter ending March 31, 2019, the term loans amortize in installments of $0.6 million per quarter, continuing for the next three quarters thereafter and $0.8 million per quarter thereafter, with a balloon payment at maturity. The obligations under the Senior Secured Credit Facilities are unconditionally guaranteed by the Company and certain of the Company’s e xisting and subsequently acquired or organized subsidiaries. The Senior Secured Credit Facilities and related guarantees are secured on a first-priority basis (subject to certain liens permitted under the Financing Agreement) by a lien on substantially all the tangible and intangible assets of the Company and its subsidiary guarantors, including all of the capital stock held by such obligors (subject to a 65% limitation on pledges of capital stock of foreign subsidiaries), subject to certain exceptions. Interest on all loans under the Senior Secured Credit Facilities is paid monthly. Borrowings under the Financing Agreement accrue interest at a per annum rate equal to London Interbank Offered Rate (LIBOR) rate plus 6.25%. The loans are also subject to a 1.25% interest rate floor for LIBOR loans and a 4.25% interest rate floor for base rate loans. The Financing Agreement contains customary representations and warranties and affirmative covenants applicable to the Company and its subsidiaries and also cont ains certain restrictive covenants, including, among others, limitations on the incurrence of additional debt, liens on property, acquisitions and investments, loans and guarantees, mergers, consolidations, liquidations and dissolutions, asset sales, divid ends and other payments in respect of the Company’s capital stock, prepayments of certain debt, transactions with affiliates and modifications of organizational documents, material contracts, affiliated practice agreements and certain debt agreements. The Financing Agreement also contains customary events of default. As of December 31, 2018, the Company was in compliance with all financial covenants contained in the Financing A greement, was subject to covenant and w orking capital borrowing restrict ions and had available borrowing capacity under its Financing Agreement of $9.8 million. As of December 31, 2018 and December 31, 2017, the C ompany had borrowings net of debt issuance costs of $60.8 million and $11.7 million respectively, outstanding. T he carrying value of the debt approximates fair value because the interest rate under the obligation approximates market rates of interest available to the Company for similar instruments. As of December 31, 2018, the w eighted effective interest rate, net of the impact of t he Company’s interest rate swap, on its term l oan was 8.88%. As of December 31, 2018 and December 31, 2017, the Company’s borrow ings were comprised of:
|  | December 31, |  | December 31,
|  | 2018 |  | 2017
|  | (in thousands)
Long-term debt: |  |  |  |
Term loan | $ | 62,400 | $ | 11,899
Total unamortized deferred financing costs |  | (1,605) |  | (151)
Total debt |  | 60,795 |  | 11,748
Less: current installments |  | (2,400) |  | (2,800)
Current unamortized deferred financing costs |  | 401 |  | 35
Long-term debt | $ | 58,796 | $ | 8,983
The aggregate amounts of debt maturing during the next five years are as follows:
|  |  | (in thousands)
| 2019 | $ | 2,400
| 2020 |  | 3,200
| 2021 |  | 3,200
| 2022 |  | 3,200
| 2023 |  | 50,400
| Total | $ | 62,400

X
- References No definition available. + Details
Name: | us-gaap_LongTermDebtAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for long-term debt. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
Name: | us-gaap_LongTermDebtTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration