Quarterly report pursuant to sections 13 or 15(d)

Debt and other Long-term Obligations

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Debt and other Long-term Obligations
3 Months Ended
Mar. 31, 2012
Debt and other Long-term Obligations [Abstract]  
Debt and other Long-term Obligations
7. Debt and other Long-term Obligations

On June 15, 2010, the Company entered into a credit facility with Bank of America, N.A. as Administrative Agent, and KeyBank National Association as Documentation Agent (the “Credit Facility”). The facility consists of a $30.0 million Term Loan and a $5.0 million Revolving Credit Facility, both of which mature, pursuant to the Fifth Amendment on July 1, 2013. Interest on the Term Loan is payable at the Company’s choice of LIBOR plus 4.5%, or the Bank of America prime rate plus 3.5%. As of March 31, 2012, interest was payable at LIBOR plus 4.5%, which equaled approximately 4.74%.

As of March 31, 2012 and December 31, 2011, the Company had outstanding draws on the Revolving Credit Facility of $2.5 million and $0.0 million, respectively, and a letter of credit in the amount of less than $0.1 million outstanding as of March 31, 2012 and December 31, 2011, leaving $2.4 million available on the facility.

The Term Loan is collateralized by substantially all of the Company’s assets and requires the Company to comply with covenants, including but not limited to, financial covenants relating to satisfaction of a total leverage ratio, a fixed charge coverage ratio and an annual limit on capital expenditures, including capital leases. The Company obtained a waiver as of December 31, 2011 for the going concern audit opinion as this is also an event of default under the terms of the Credit Facility with the Lenders. As of March 31, 2012 and December 31, 2011, the Company was in compliance with all such covenants.

 

On April 25, 2012, the Company entered into the Fifth Amendment to the Credit Agreement with the Lenders. See Note 3 for additional information pertaining to the Fifth Amendment.

The Company is required to satisfy certain financial covenants on a quarterly and annual basis comprised of a fixed charge coverage ratio and leverage ratio for the duration of the Credit Facility.

In connection with the Credit Facility, the Company has the following covenant obligations for the duration of the facility:

 

  a) The fixed charge coverage ratio is calculated in accordance with the agreement governing the Credit Facility and has a minimum ratio at March 31, 2012 of 1.25:1. The required ratio for the remainder of the facility duration is 1.25:1.

 

  b) The leverage ratio is calculated in accordance with the agreement governing the Credit Facility and has a maximum ratio at March 31, 2012 of 2.5:1. The required ratio varies quarterly for the remainder of the facility duration, from 2.5:1 to 1.75:1.

 

  c) The Credit Facility includes an annual limitation on capital expenditures in accordance with the agreement governing the Credit Facility that was $7.5 million for the year ended December 31, 2011. The limitation varies annually for the remainder of the facility duration from $7.5 million to $8.8 million.

In conjunction with the Credit Facility, the Company incurred deferred debt issuance costs of $0.8 million. These costs are being amortized as interest expense using the effective interest method through the maturity date of June 15, 2014 and totaled for the three months ended March 31, 2012 and 2011 less than $0.1 million, respectively.

In conjunction with an acquisition in 2010, the Company entered into a subordinated promissory note with the former majority shareholder (the “Seller”) in the amount of $0.8 million. In accordance with the note, the Company will pay the Seller in equal installments over 24 months, which includes annual interest of 5%. As of March 31, 2012 and December 31, 2011, the outstanding principal due on the note was less than $0.1 million and $0.2 million, respectively.

The Company sometimes enters into capital leases to finance the purchase of ambulatory infusion pumps. The pumps are capitalized into property and equipment at their fair market value, which equals the value of the future minimum lease payments, and are depreciated over the useful life of the pumps.

Maturities on the Revolving Credit Facility, Term Loan, Seller Note and Capital Leases are as follows (in thousands):

 

                                                 
    4/1/12- 12/31/12     2013     2014     2015     Thereafter     Total  

Term Loan

  $ 3,375     $ 19,500     $ —       $ —       $ —       $ 22,875  

Revolving credit facility

    —         2,500       —         —         —         2,500  

Seller Note

    98       —         —         —         —         98  

Capital Lease

    1,257       1,723       1,006       338       14       4,338  
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ 4,730     $ 23,723     $ 1,006     $ 338     $ 14     $ 29,811