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CREDIT FACILITY AND DEBT COVENANTS, LONG-TERM DEBT, AND FINANCING LEASE OBLIGATIONS
3 Months Ended
Apr. 03, 2016
Debt Disclosure [Abstract]  
Credit Facility, Long-Term Debt and Debt Covenants Disclosure [Text Block]

6) Credit Facility, Long-Term Debt and Debt Covenants

On December 11, 2015, the Company and certain of its subsidiaries (collectively known as the “Borrower”) entered into a First Amendment to the Third Amended and Restated Credit Agreement dated May 8, 3015 (as amended by the First Amendment, the “Credit Agreement”), with Wells Fargo Bank, National Association as administrative agent and lender (the “Lender”). The Credit Agreement will mature on December 31, 2018 and contains a $3.0 million revolving credit facility (the “Facility”) with a $2.0 million letter of credit sublimit, and a term loan with a maximum of $12.0 million (the “Term Loan”). At April 3, 2016, the principal amount outstanding under the Facility and the Term Loan was $1.9 million and $9.9 million, respectively, along with approximately $1.1 million in letters of credit for real estate locations. The Credit Agreement allows for termination by the Borrower without penalty at any time. Under the Credit Agreement, the Borrowers have granted the Lender a security interest in all current and future personal property of the Borrower.

Principal amounts outstanding under the Facility bear interest either at an adjusted Eurodollar rate or “Base Rate” plus an applicable margin. The applicable margin depends on the Company’s Adjusted Leverage Ratio at the end of the previous quarter. For the three months ended April 3, 2016 and March 29, 2015, our weighted average interest rate for the Facility was 3.68% and 2.76%, respectively. Unused portions of the Facility are subject to a fee, which was 0.375% of the unused amount at April 3, 2016.

Principal amounts outstanding under the Term Loan bear interest at the same rate as the Facility. The weighted average interest rate of the Term Loan for the three months ended April 3, 2016 and March 29, 2015 was 3.67% and 2.18%, respectively.

The Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type. For more information regarding the details of the customary affirmative and negative covenants, please refer to the full text of the Third Amended and Restated Credit Agreement dated May 8, 2015 filed as Exhibit 10.2 to our Form 10-Q for the quarter ended March 29, 2015, which was filed on May 8, 2015 and the First Amendment to the Credit Agreement filed as Exhibit 10.1 to our Current Report on Form 8-K, which was filed on December 11, 2015.

We were in compliance with all covenants of the Credit Agreement for the quarter ended April 3, 2016 except for two financial covenants: Consolidated Cash Flow Ratio and minimum Adjusted EBITDA.

For the quarter ended April 3, 2016 the Consolidated Cash Flow Ratio was 1.02:1.00, which is less than the minimum Consolidated Cash Flow Ratio permitted by the Credit Agreement of 1.15:1.00.

For the quarter ended April 3, 2016, our Adjusted EBITDA was $1.0 million, which is less than the minimum Adjusted EBITDA permitted by the Credit Agreement of $1.8 million for this quarter.

It is an Event of Default under the Credit Agreement if Borrowers fail to comply with either the Consolidated Cash Flow Ration or minimum Adjusted EBITDA covenant or any other covenant. Upon an Event of Default, the Lender has the right to declare the unpaid principal amount of all outstanding loans; all interest accrued and unpaid thereon, and all other amounts owing or payable hereunder or under any other loan document to be immediately due and payable, as well as to exercise its other rights as a secured creditor. In addition, we are prohibited under the Credit Agreement from making dividends or distributions from one Borrower to another Borrower and purchasing common stock pursuant to a board-approved stock purchase program.

On May 16, 2016, the Borrowers and the Lender entered into a Forbearance Agreement pursuant to which the Lender agreed to forbear from exercising its rights and remedies under the Credit Agreement relating to the existing defaults during a Forbearance Period ending June 11, 2016 or on the earlier date of any other Event of Default under the Credit Agreement or breach of the Forbearance Agreement. Under the Forbearance Agreement, we have agreed not to request and Wells Fargo is not obligated to make any further extensions of credit to us under the Credit Agreement. During the Forbearance Period, we intend to closely manage our expenses and cash balances to prevent a working capital shortfall. At May 16, 2016, the principal amount outstanding under the Facility was $11.7 million, along with approximately $1.1 million in letters of credit for real estate locations. As of April 3, 2016, the Company had $7.6 million in cash and cash equivalents.

During the Forbearance Period, we intend to seek an amendment to or restructuring of the Credit Agreement. As a result of the Events of Default at April 3, 2016 and given the length of the Forbearance Period, all outstanding obligations under the Credit Agreement were classified as current liabilities.