Long-Term Debt | 12. LONG-TERM DEBT Long-term debt consists of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) Promissory note payable to LSVI, issued on April 1, 2014, unsecured, 10% per annum interest payable semi-annually in July and January (12% per annum if PIK Interest option is elected), with any unpaid principal and interest due on April 1, 2019 (1) $ 4,261 $ 5,000 Promissory notes payable to LSV Co-Invest I, unsecured, 10% per annum interest payable semi-annually in July and January (12% per annum if PIK Interest option is elected), with any unpaid principal and interest due on April 1, 2019 (2) 4,773 4,500 Promissory note payable, unsecured, payable in monthly installments of $100,000 through July 2017, interest imputed at 9.5% (3) 958 1,757 Installment payment agreement, 8.0% per annum interest, payable in monthly installments of $1,199 through September 2020 (4) 48 56 Notes payable, secured by equipment, 6.6% per annum interest, with varying maturity dates through September 2018 44 Total long-term debt 10,040 11,357 Current portion (969 ) (1,105 ) Noncurrent portion $ 9,071 $ 10,252 (1) In April 2014, we issued the promissory note to LSVI in the original principal amount of $6.0 million. The proceeds from the note were used to finance a portion of the purchase price for the acquisition of KBS. ATRM made principal payments on the note of $1.0 million on each of December 30, 2014, and February 25, 2016. On August 31, 2016, ATRM elected to pay PIK Interest for the six-month period ended June 30, 2016, totaling $261,000, which has been added to the principal balance. The note is subordinate to obligations under the KBS Loan Agreement. (2) In 2014, in order to provide additional working capital to ATRM, we issued two promissory notes to LSV Co-Invest I in the amounts of $2.5 million and $2.0 million, respectively. On August 31, 2016, ATRM elected to pay PIK Interest for the six-month period ended June 30, 2016, totaling $273,000, which has been added to the principal balance. The notes are subordinate to obligations under the KBS Loan Agreement. (3) Promissory note payable to the principal seller of KBS. The note does not accrue interest unless it is in default, in which case the annual interest rate would be 10%. The Company has imputed interest at an annual rate of 9.5%. (4) Agreement to finance the purchase of software license rights and consulting services related to the implementation of enterprise management information system. On August 12, 2016, the Company and LSVI and LSV Co-Invest I amended the LSVI and LSV Co-Invest I promissory notes allowing the Company, at its sole option, to elect to make any interest payment in PIK Interest at an effective rate of 12% per annum (versus the 10% interest rate applied to cash payments) for that period. As of August 31, 2016, the Company elected the PIK Interest option for the six-month period ended June 30, 2016. As a result, interest expense for the nine months ended September 30, 2016, includes PIK Interest related to the LSVI and LSV Co-Invest I promissory notes for the semi-annual interest period ended June 30, 2016, totaling $534,000 (calculated at the PIK Interest rate of 12% per annum), which includes the incremental interest of approximately $89,000 for that interest period. This interest has been added to the principal balance of those promissory notes. For the three months ended September 30, 2016, the Company accrued interest expense on the LSVI and LSV Co-Invest I promissory notes at a rate of 12% per annum, based on its current intention to exercise the PIK Interest option for the semi-annual interest period ending December 31, 2016. As of September 30, 2016, LSVI owned 1,067,885 shares of our common stock, or approximately 47.1% of our outstanding shares. Jeffrey E. Eberwein, ATRMs Chairman of the Board, is the manager of LSVGP, the general partner of LSVI and LSV Co-Invest I, and sole member of LSVM, the investment manager of LSVI. ATRMs entry into the securities purchase agreements with LSVI and LSV Co-Invest I was approved by a Special Committee of our Board of Directors consisting solely of independent directors. |