Bonds Payable (Bonds [Member]) | 3 Months Ended |
Mar. 31, 2015 |
Bonds [Member] | |
Debt Disclosure [Text Block] | 9 | Bonds Payable |
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In August 2014, the Company issued a series of 11% secured bonds (the “Bonds”) through a Rule 144A / Regulation S private offering. The Bonds mature on September 1, 2019 and have an aggregate gross value of $175 million. The Bonds were issued at a discount (99.059%), resulting in a discount of approximately $1.6 million. Net proceeds received from the issuance of the Bonds approximated $167.3 million, net of the bond discount, investment banking fees and closing costs. A portion of the net proceeds received from the issuance of the Bonds was used to repay in full the then-outstanding balance of the Credit Facility (see Note 8). The Company is amortizing the bond discount over the life of the bonds using the effective interest method. Amortization of the Bond discount totaled approximately $83,000 for the three-month period ended March 31, 2015. |
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The Bonds bear interest at a rate of 11% annually. Interest on the Bonds is payable in arrears each March 1st and September 1st. Interest expense related to the Bonds totaled approximately $4.8 million for the three-month period ended March 31, 2015. |
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On March 1, 2015, the Company elected to defer the payment of approximately $9.8 million of interest due on the bonds. The terms of the Bond Indenture provide for a 30-day grace period, during which the interest payment can be paid without triggering an event of default. The Company did not pay the interest due on the Bonds prior to the expiration of the 30-day grace period. As a result, the Company is in default under the terms of the Bond Indenture as of March 31, 2015. |
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On April 2, 2015, the Company entered into a Forbearance Agreement with four holders (the “Ad Hoc Group”) who collectively own or manage in excess of 50% of the par value of the Bonds. Pursuant to the terms of the Forbearance Agreement, the Company paid $4.0 million of the interest that was due on the Bonds as of March 1, 2015. The terms of the Forbearance Agreement prevent the holders of the Bonds from exercising their right to call the Bonds for a period of 45 days (the “Forbearance Period”). Unless amended, the Forbearance Period will expire on May 15, 2015. Given the existence of an event of default as of the date of these financial statements, and the uncertainty with respect to whether the Company will be able to pay the remaining interest due on the Bonds prior to expiration of the Forbearance Period, the Company has classified the Bonds as a current liability on its balance sheets as of March 31, 2015 and December 31, 2014. |
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The Company incurred investment banking fees and closing costs totaling approximately $7.2 million in connection with the issuance of the Bonds. The Company has capitalized these items as deferred financing costs, and is amortizing these costs over the life of the Bonds using the effective interest method. The amortization of deferred financing costs is included as a component of the Company’s interest expense for the period. The Company amortized deferred financing costs related to the Bonds of approximately $369,000 for the three-month period ended March 31, 2015. |
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The Bond Indenture contains customary affirmative and negative covenants for financial instruments of this nature, including limitations on the Company with respect to dividends, distributions and additional future borrowings. The Company was not in compliance with all covenants required by the Bond Indenture as of March 31, 2015. The Bonds are secured by a second priority lien on virtually all of the Company’s assets. |
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The Bonds traded on the open market at a significant discount during the first quarter of 2015. On March 18, 2015, the date of the last recorded public trade of the bonds during the three-month period ended March 31, 2015, Bonds with an aggregate par value of $1.0 million were traded at a discounted price of $0.32 on the dollar, which suggests that the aggregate fair market value of the Bonds outstanding as of March 31, 2015 might be approximately $56.0 million. The actual trade price represents a Hierarchy Level 1 input for the purpose of estimating fair market value. |
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