v3.10.0.1

Credit Facility | 9 Months Ended
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Sep. 30, 2018
Credit Facility |
Credit Facility | 9. Credit Facility We have entered into a Credit Agreement (the “Credit Agreement”) and related agreements, as amended, with Bank of America, N.A. acting as agent for lenders named therein, including Bank of America, N.A., Silicon Valley Bank, and Citizens Bank, N.A. (the “Lenders”), for a secured credit facility in the form of a revolving line of credit of up to $69,750 with an option to increase the available amount to $86,500 upon the satisfaction of certain conditions (the “Revolving Line of Credit”) and a term loan of $3,500 (the “Term Loan” and together with the Revolving Line of Credit, the “Credit Facility”). We may use borrowings under the Credit Facility for general working capital and corporate purposes. In general, amounts borrowed under the Credit Facility are secured by a lien against all our assets, with certain exclusions. The Revolving Line of Credit matures on November 21, 2018 but may be prepaid in whole or part at any time. Amounts borrowed under the Revolving Line of Credit and Term Loan will bear, at our election, a variable interest at LIBOR plus 2.5% - 3.5% or Lender’s Prime Rate plus 1.5% - 2.5% per year and we will pay a fee of 0.375% - 0.5% per year on any unused portion of the Revolving Line of Credit. As of September 30, 2018 and December 31, 2017, $15,000 and $0, respectively, was outstanding under the Revolving Line of Credit. In October 2018, the Company repaid the $15,000 outstanding balance under the Revolving Line of Credit. As of September 30, 2018 and December 31, 2017, $219 and $875, respectively, was outstanding under the Term Loan. The Term Loan requires quarterly payments of interest and principal, amortizing fully over the Credit Agreement term such that it is repaid in full on the maturity date of November 21, 2018. We are currently working with various financial institutions on executing a new credit agreement. On August 1, 2018, the Company entered into a commitment letter (the Commitment Letter”) with Bank of America, pursuant to which Bank of America has committed to provide senior secured credit facilities (the “Senior Credit Facility”) to us in an aggregate amount of $28,000 on terms substantially similar to the existing Credit Agreement, subject to various conditions. In connection with the Elauwit acquisition, we also entered into an amendment to the Credit Agreement (the “Credit Agreement Amendment”) in order to make certain amendments to allow for the consummation of the Elauwit acquisition and the related transactions. Repayment of amounts borrowed under the Credit Facility may be accelerated in the event that we are in violation of the representations, warranties and covenants made in the Credit Agreement, including certain financial covenants set forth therein, and under other specified default events including, but not limited to, non-payment or inability to pay debt, breach of cross default provisions, insolvency provisions, and change of control. We are subject to customary financial and non-financial covenants, including a minimum quarterly consolidated leverage ratio, a maximum quarterly consolidated fixed charge coverage ratio, and monthly liquidity minimums. We were in compliance with all financial covenants as of September 30, 2018. Debt issuance costs are amortized on a straight-line basis over the term of the Credit Facility. Amortization expense related to debt issuance costs are included in interest and other expense, net in the accompanying condensed consolidated statements of operations for the three and nine months ended September 30, 2018 and 2017. Amortization and interest expense capitalized during the three and nine months ended September 30, 2018 amounted to $274 and $575, respectively. Amortization and interest expense capitalized during the three and nine months ended September 30, 2017 amounted to $159 and $585, respectively. Amortization and interest expense expensed during the three and nine months ended September 30, 2018 amounted to $8 and $58, respectively. Amortization and interest expense expensed during the three and nine months ended September 30, 2017 amounted to $36 and $144, respectively. The interest rate for our Credit Facility for the nine months ended September 30, 2018 ranged from 4.2% to 4.8%.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + 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
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