Debt and Notes Payable | Note 2. Debt and Notes Payable Long-term Debt Financial Institutions Following is a summary of our long-term debt to financial institutions as of June 30, 2015 and December 31, 2014, in thousands: June 30, 2015 December 31, (Unaudited) 2014 Fixed rate term note payable to a U.S. bank, with an interest rate of 5.5% at June 30, 2015, due January 1, 2016, secured by real estate, leasehold improvements, property, plant and equipment, inventory and accounts receivable of the Companys U.S. Operation. $ 266 $ 486 Fixed rate Euro term note payable to a Netherlands bank, with an interest rate of 3.85% at June 30, 2015, due July 1, 2029, secured by TPTs land and office building. (Balance in Euro at June 30, 2015, 226) 252 286 Fixed rate Euro term note payable to a Netherlands bank, with an interest rate of 3.3% at June 30, 2015, due January 31, 2030, secured by TPTs land and building. (Balance in Euro at June 30, 2015, 252) 281 316 Malaysian Ringgit term note payable to a Malaysian bank, with an interest rate 2% above the bank base lending rate, 5.2% at June 30, 2015, due March 1, 2016, secured by TMMs property, plant and equipment. (Balance in Ringgit (RM) at June 30, 2015, RM 875) 233 417 Malaysian Ringgit term note payable to a Malaysian bank, with an interest rate 2% above the bank base lending rate, 5.2% at June 30, 2015, due October 25, 2018, secured by TMMs property, plant and equipment. (Balance in Ringgit at June 30, 2015, RM 3,750) 999 1,215 Total 2,031 2,720 Less current maturities 808 1,113 Long-term debt - financial institutions $ 1,223 $ 1,607 As noted in the Companys filings on Form 8-K, filed with the Securities and Exchange Commission on July 17, 2015, our subsidiary, TPT, entered into a facilities agreement (the TPT Agreement) with Rabobank on July 13, 2015, which provides the following: Mortgage loan, in the amount of 1,000,000 ($1,100,000); Term loan, in the amount of 2,350,000 ($2,585,000); and Line of credit reduced from 1,100,000 to 500,000 ($550,000). The mortgage loan, which relates to a plant expansion at TPT, will be amortized over a period of 11 years at an interest rate of 3% per annum and is fixed for a period of 5 years. The monthly principal payment will be 8,333 ($9,166), and the first payment will be due January 1, 2016. The mortgage is secured by TPTs real estate. The term loan, which relates to equipment purchases designed to improve production efficiencies and increase capacity at TPT, will also be used to reduce TPTs existing line of credit (the TPT Line) from 1,100,000 to 500,000 ($1,210,000 to $550,000). The term loan will be amortized over a period of 6 years and is secured by TPTs assets. The interest rate will be set for a period of three months and will be based on the relevant EURIBOR rate plus the bank margin of 2.3 percentage point per annum, which shall be fixed for a period of three years. The monthly principal payment will be 39,167.00 ($40,084), and the first payment will be due January 1, 2016. Lastly, the TPT Agreement reduces TPTs existing Line from 1,100,000 to 500,000. The TPT Line will be used to finance TP&Ts normal business activities. The interest rate will be based on the average 1-month EURIBOR plus the bank margin of 3.3 percentage point per annum. Short-term Debt U.S. Operations On December 31, 2010, the Companys U.S. Operation, located in Corpus Christi, Texas entered into a credit agreement, (the Agreement) with American Bank, N.A. (the Lender) which established a $1,000,000 line of credit (the Line), and on March 1, 2012, the Line was increased from $1,000,000 to $2,000,000. On May 15, 2013, the Company and the Lender entered into the second amendment which reduced the minimum interest rate floor on the Line from 5.5% to 4.5%. On January 17, 2014, the Company entered into the third amendment (the Third Amendment) to the Agreement with the Lender. Under the terms of the Third Amendment, the Company is required to maintain a ratio of cash flow to debt service of 1.0 to 1.0 for the four month period ended April 30, 2014, six month period ended June 30, 2014, nine month period ended September 30, 2014, and twelve month period ended December 31, 2014. Thereafter, the required ratio of cash flow to debt service shall be 1.25 to 1.0 measured on a rolling four quarter basis as originally detailed in the Agreement. The Company was in compliance with all financial and non-financial covenants for the rolling four quarter period ended June 30, 2015. On May 26, 2015, the Company entered into the fifth amendment (the Fifth Amendment) to the Agreement, with the Lender. Under the terms of the Fifth Amendment, the maturity date on the Line was extended from October 15, 2015 to October 15, 2016. Under the terms of the Agreement, as amended, the amount the Company is entitled to borrow under the Line is subject to a borrowing base, which is based on the loan value of the collateral pledged to the Lender to secure the indebtedness owing to the Lender by the Company. Amounts advanced under the Line bear interest at a variable rate equal to one percent per annum point above the Wall Street Journal Prime Rate as such prime rate changes from time to time, with a minimum floor rate of 4.5%. At June 30, 2015, no funds were outstanding on the Line. European Operations On March 20, 2007, TPT entered into a short-term credit facility (the Credit Facility) with Rabobank which increased TPTs line of credit from 650,000 to 1,100,000. The Credit Facility was renewed on January 1, 2010 and has no stated maturity date. The Credit Facility, which has a variable interest rate of bank prime plus 2.8% (currently at 3.236%), is secured by TPTs accounts receivable and inventory. At June 30, 2015, TPT had utilized 784,000 ($874,000) of its short-term Credit Facility. TPTs loan agreements covering the Credit Facility and term loans, included in Long-term Debt Financial Institutions above, include subjective acceleration clauses that allow Rabobank to accelerate payment if, in the judgment of the bank, there are adverse changes in our business. Subjective acceleration clauses are customary in The Netherlands for such borrowings. However, if demand is made by Rabobank, we may be unable to refinance the demanded indebtedness, in which case the bank could foreclose on the assets of TPT. Asian Operations On August 31, 2014, TMM amended its short-term banking facility with HSBC to extend the maturity date from April 30, 2014 to June 30, 2015. TMM is currently negotiating with HSBC to extend the maturity date to June 30, 2016. The HSBC facility includes the following in RM: (1) overdraft of RM 500,000 ($133,000); (2) an import/export line (ECR) of RM 10,460,000 ($2,786,000); and (3) a foreign exchange contract limit of RM 5,000,000 ($1,332,000). At June 30, 2015, the outstanding balance on the foreign exchange contract was RM 3,199,000 ($852,000) at a current interest rate of 2.465%. On August 15, 2014, TMM amended its short term banking facility with RHB Bank Berhad (RHB) to extend the maturity date from March 24, 2014 to April 1, 2015. TMM is currently negotiating with RHB to extend the maturity date to April 21, 2016. The RHB facility includes the following: (1) an overdraft line of credit up to RM 1,000,000 ($266,000); (2) an ECR of RM 7,300,000 ($1,944,000); (3) a bank guarantee of RM 1,200,000 ($320,000); and (4) a foreign exchange contract limit of RM 25,000,000 ($6,659,000). At June 30, 2015, the outstanding balance on the foreign exchange contract was RM 1,552,000 ($414,000) at a current interest rate of 2.65%. The banking facilities with both HSBC and RHB bear an interest rate on the respective overdraft facilities at 1.25% over bank prime, and the respective ECR facilities bear interest at 1.0% above the funding rate stipulated by the Export-Import Bank of Malaysia Berhad. The ECR facilities, which are a government supported financing arrangement specifically for exporters, are used by TMM for short-term financing of up to 180 days against customers and inter-company shipments. At June 30, 2015, the outstanding balance on the ECR facilities was RM 3,932,000 ($1,047,000) at a current interest rate of 4.85%. The borrowings under both the HSBC and the RHB short term credit facilities are subject to certain subjective acceleration covenants based on the judgment of the banks and a demand provision that provides that the banks may demand repayment at any time. A demand provision is customary in Malaysia for such facilities. The loan agreements are secured by TMMs property, plant and equipment. However, if demand is made by HSBC or RHB, we may be unable to refinance the demanded indebtedness, in which case, the lenders could foreclose on the assets of TMM. While repatriation is allowed in the form of dividends, the credit facilities prohibit TMM from paying dividends, and the HSBC facility further prohibits loans to related parties without the prior consent of HSBC. |