Long Term Debt | Note 5: Long Term Debt Long-term debt as of December 31, 2020 and September 30, 2020 consisted of the following: December 31, 2020 September 30, 2020 Bank of America Revolver Loan $ — $ — Encina Business Credit Revolver Loan 13,233 14,886 Texas Capital Bank Revolver Loan 5,534 7,115 Crossroads Financial Revolver Loan 828 883 Encina Business Credit Term Loan 1,576 1,663 Note Payable Comvest Term Loan 1,882 5,554 Note Payable to the Sellers of Vintage Stock 10,000 10,000 Note #1 Payable to Banc of America Leasing & Capital LLC 1,017 1,229 Note #3 Payable to Banc of America Leasing & Capital LLC 1,729 1,862 Note #4 Payable to Banc of America Leasing & Capital LLC 531 572 Note #5 Payable to Banc of America Leasing & Capital LLC 2,402 2,538 Note #6 Payable to Banc of America Leasing & Capital LLC 723 758 Note #7 Payable to Banc of America Leasing & Capital LLC 4,543 4,681 Note #8 Payable to Banc of America Leasing & Capital LLC 3,264 3,091 Note Payable to Extruded Fibers 1,600 2,900 Note Payable to JCM Holdings 1,959 — Note Payable to the Sellers of Precision Marshall 2,500 2,500 Note Payable to Store Capital Acquisitions, LLC 9,235 9,243 Payroll Protection Program 6,150 6,151 JanOne Inc — — Isaac Capital Fund 2,000 2,000 Spriggs Investments, LLC 2,000 2,000 Seller of Lonesome Oak 1,254 1,297 Note payable to individual, interest at 10-11% per annum, payable on a 90 day written notice, unsecured 707 707 Note payable to individuals, interest at 17% per annum, unsecured 130 — Note payable to individual, noninterest bearing, monthly payments of $19 through March 2023, unsecured 726 810 Total debt 75,524 82,440 Less unamortized debt issuance costs (1,497 ) (1,767 ) Net debt 74,027 80,673 Less current portion (12,066 ) (13,283 ) Long-term portion $ 61,961 $ 67,390 Future maturities of long-term debt at December 31, 2020, are as follows which does not include related party debt separately stated: Twelve months ending December 31, 2021 $ 12,066 2022 12,523 2023 33,544 2024 2,256 2025 3,353 Thereafter 11,782 Total $ 75,524 Bank of America Revolver Loan On July 6, 2015 (amended most recently January 31, 2020, July 6, 2020 and September 28, 2020), Marquis entered into a $25,000 revolving credit agreement (“BofA Revolver”) with Bank of America Corporation (“BofA”). The BofA Revolver is a five-year, asset-based facility that is secured by substantially all of Marquis’ assets. Availability under the BofA Revolver is subject to a monthly borrowing base calculation. Marquis’ ability to borrow under the BofA Revolver is subject to the satisfaction of certain conditions, including meeting all loan covenants under the credit agreement with BofA. The following tables summarize the BofA Revolver for the three months ended December 31, 2020 and 2019 and as of December 31, 2020 and September 30, 2020: During the three months ended December 31, 2020 2019 Cumulative borrowing during the period $ 33,126 $ 24,344 Cumulative repayment during the period 35,790 23,817 Maximum borrowed during the period 11,347 2,083 Weighted average interest for the period 0.00 % 3.66 % December 31, 2020 September 30, 2020 Total availability $ 24,924 $ 21,732 Total outstanding — — Loans with Encina Business Credit, LLC On July 14, 2020, Precision entered into a Loan and Security Agreement (the “Loan Agreement”) with Encina Business Credit, LLC, as Agent (the “Agent”). The Loan Agreement provides for secured revolving loans (the “Encina Revolver Loans”) in a principal amount not to exceed the lesser of (i) $23,500 and (ii) a borrowing base equal to the sum of Precision’s (a) 85% of eligible accounts receivable, plus (b) 85% of eligible inventory, subject to an eligible inventory sublimit that begins at $14,000 and declines to $12,000 during the term of the Loan Agreement, minus (c) customary reserves. The following tables summarize the Encina Revolver Loans for the for the three months ended December 31, 2020 and 2019 and as of December 31, 2020 and September 30, 2020: During the three months ended December 31, 2020 2019 Cumulative borrowing during the period $ 8,431 $ — Cumulative repayment during the period 10,084 — Maximum borrowed during the period 1,000 — Weighted average interest for the period 6.50 % 0.00 % December 31, 2020 September 30, 2020 Total availability $ 588 $ 421 Total outstanding 13,233 14,886 Texas Capital Bank Revolver Loan On November 3, 2016, Vintage Stock entered into a $12,000 credit agreement (as amended on January 23, 2017, amended on September 20, 2017, June 7, 2018, September 24, 2019 and September 30, 2020) with Texas Capital Bank (“TCB Revolver”). The TCB Revolver is a five-year, asset-based facility that is secured by substantially all of Vintage Stock’s assets. Availability under the TCB Revolver is subject to a monthly borrowing base calculation. The TCB Revolver matures November 3, 2023. The following tables summarize the TCB Revolver for the three months ended December 31, 2020 and 2019 and as of December 31, 2020 and September 30, 2020: During the three months ended December 31, 2020 2019 Cumulative borrowing during the period $ 20,700 $ 18,626 Cumulative repayment during the period 22,281 19,709 Maximum borrowed during the period 8,930 11,798 Weighted average interest for the period 2.40 % 4.13 % December 31, 2020 September 30, 2020 Total availability $ 6,466 $ 5,520 Total outstanding 5,534 7,115 Crossroads Revolver On March 15, 2019, ApplianceSmart, Inc. (the “Borrower”), entered into a Loan and Security Agreement (the “Crossroads Revolver”) with Crossroads Financing, LLC (“Crossroads”), providing for a $4,000 revolving credit facility, subject to a borrowing base limitation (the “ABL Facility”). The borrowing base for the ABL Facility at any time equals the lower of (i) up to 75% of inventory cost or (ii) up to 85% of net orderly liquidation value, in each case as further described in the Loan Agreement. The Crossroads Revolver matures on March 15, 2021. On March 3, 2020, the Company executed a guaranty agreement to Crossroads to induce Crossroads to continue to extend financial accommodations and consent to use of cash collateral to ApplianceSmart. The amount of the guaranty is $1,200. The guaranty terminates at such time as ApplianceSmart has paid in full all amounts owed by it to Crossroads. The Company expects the guaranty to continue in effect until August 2021. In addition, certain executive officers of the Borrower have agreed to provide validity guarantees On December 9, 2019, ApplianceSmart filed a voluntary petition in the United States Bankruptcy Court for the Southern District of New York seeking relief under Chapter 11 of Title 11 of the United States Code. See Note 11 for a complete discussion. Note payable to JCM Holdings During October 2020, Marquis purchased a manufacturing facility for $2,500. Marquis had previously been leasing this facility. Additionally, Marquis entered into a $2,000 loan agreement with the seller of the facility, which is secured by the facility, in order to complete the purchase of the facility. The loan bears interest at 6% due monthly and matures January 2030. Loan Covenant Compliance We were in compliance as of December 31, 2020 with all covenants under our existing revolving and other loan agreements, with the exception of covenants related to the Crossroads Revolver. |