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Loan Payable Under Credit Agreement
9 Months Ended
Sep. 30, 2018
Loan Payable Under Credit Agreement [Abstract]  
LOAN PAYABLE UNDER CREDIT AGREEMENT

6. LOAN PAYABLE UNDER CREDIT AGREEMENT

 

On March 6, 2015, FlexShopper, through a wholly-owned subsidiary (the “Borrower”), entered into a credit agreement (as amended from time-to-time and including the Fee Letter (as defined therein), the “Credit Agreement”) with Wells Fargo Bank, National Association as paying agent, various lenders from time to time party thereto and WE 2014-1, LLC, an affiliate of Waterfall Asset Management, LLC, as administrative agent and lender (the “Lender”). The Borrower is permitted to borrow funds under the Credit Agreement based on FlexShopper’s cash on hand and the Amortized Order Value of its Eligible Leases (as such terms are defined in the Credit Agreement) less certain deductions described in the Credit Agreement. Under the terms of the Credit Agreement, subject to the satisfaction of certain conditions, the Borrower may borrow up to $25,000,000 from the Lender until the Commitment Termination Date and must repay all borrowed amounts one year thereafter, on the Commitment Maturity Date (unless such amounts become due or payable on an earlier date pursuant to the terms of the Credit Agreement). Upon consummation of an Equity Raise (as defined in the Credit Agreement) on September 28, 2018, the Commitment Termination Date was extended to June 30, 2019, which date may extended to a later date determined by the Lender in its sole discretion (but no later than February 28, 2021) with notice to the Borrower by April 1, 2019. The Lender receives security interests in certain leases as collateral under the Credit Agreement.

 

The Credit Agreement provides that FlexShopper may not incur additional indebtedness (other than expressly permitted indebtedness) without the permission of the Lender and also prohibits dividends on common stock. Additionally, the Credit Agreement includes covenants requiring the FlexShopper to maintain a minimum amount of Equity Book Value, maintain a minimum amount of Unrestricted Cash (including a reserve upon which the Lender may draw to satisfy unpaid amounts under the Credit Agreement) and maintain a certain ratio of Consolidated Total Debt to Equity Book Value  (each capitalized term, as defined in the Credit Agreement). Upon a Permitted Change of Control (as defined in the Credit Agreement), FlexShopper must refinance the debt under the Credit Agreement, subject to the payment of an early termination fee.

 

The Credit Agreement includes customary events of default, including, among others, failures to make payment of principal and interest, breaches or defaults under the terms of the Credit Agreement and related agreements entered into with the Lender, breaches of representations, warranties or certifications made by or on behalf of FlexShopper in the Credit Agreement and related documents (including certain financial and expense covenants), deficiencies in the borrowing base, certain judgments against FlexShopper and bankruptcy events.

 

On July 31, 2018, August 29, 2018, September 22, 2018 and September 25, 2018, the Borrower entered into Amendments Nos. 7, 8, 9 and 10 (the “Series of Amendments”) to the Credit Agreement, respectively. The Series of Amendments amended the definitions of Equity Raise and Scheduled Commitment Termination Date in the Credit Agreement such that, upon consummation of the Company’s offering of units on September 28, 2018, the Commitment Termination Date was extended to June 30, 2019, as described above..  

 

Principal payable within twelve months of the balance sheet date based on the outstanding loan balance at such date is reflected as a current liability in the accompanying balance sheets. Interest expense incurred under the Credit Agreement amounted to $689,667 and $2,103,891 for the three and nine months ended September 30, 2018, respectively, and $385,989 and $1,256,475 for the three and nine months ended September 30, 2017, respectively. As of September 30, 2018, the outstanding balance under the Credit Agreement was $14,558,383. Such amount is presented in the consolidated balance sheet net of unamortized issuance costs of $353,813. The Company repaid $3,365,635 in the third quarter of 2018. Interest is payable monthly on the outstanding balance of the amounts borrowed.