Credit Facility
 12 Months Ended
Dec. 31, 2015
Debt Disclosure [Abstract]  
Credit Facility
CREDIT FACILITY

We have a $140.0 million revolving credit facility (“Credit Facility”) with a group of financial institutions, which consists of the following in our consolidated balance sheets (in thousands):

 
As of December 31,
 
2015
 
2014
Borrowings outstanding under Credit Facility
$
97,997

 
$
89,339

Less: deferred debt issuance costs
(1,832
)
 
(2,277
)
 
$
96,165

 
$
87,062




The Credit Facility is primarily used for general corporate purposes and expires May 2, 2018. The interest rate is 225-450 basis points over the London Interbank Offered Rate or prime base rate depending on the Company’s senior leverage ratio at the time of borrowing and was 5.02% and 5.09% during the years ended December 31, 2015 and 2014, respectively, with a weighted average of 4.95% as of December 31, 2015.

The Company and each of the Company’s current and future, direct and indirect, material subsidiaries guarantee the indebtedness under the Credit Facility on a senior-secured first-lien basis. The Credit Facility includes mandatory prepayment requirements for certain types of transactions, including, but not limited to, requiring prepayment from proceeds that the Company receives as a result of certain asset sales, subject to re-investment provisions on terms to be determined, and proceeds from extraordinary receipts.

The Credit Facility contains certain covenants including, among other items, the following:

•
Fixed Charge Coverage Ratio—This covenant is only triggered when the available borrowing capacity under the Credit Facility is less than 12.5% of the maximum revolver amount of $140.0 million, or approximately $17.5 million. The Credit Facility contains a provision that the Company maintain a minimum fixed charge coverage ratio of 1.10:1.00 . Such minimum fixed charge coverage ratio once triggered stays in effect until the later of: (i) the last day of the second full calendar quarter and (ii) the last day of the calendar quarter after the trigger date in which available borrowing capacity for 30 consecutive days is greater than or equal to 12.5% of the maximum revolver amount. The fixed charge coverage ratio has multiple inputs, including, but not limited to: (i) EBITDA and capital expenditures for the trailing 12-month period to (ii) fixed charges of interest expense, scheduled principal payments, and income taxes for the trailing 12-month period. As of December 31, 2015, such fixed charge coverage ratio had not been triggered.

•
Growth Capital Expenditures—The Credit Facility contains a provision that limits the Company’s annual Growth Capital Expenditures, as defined in the agreement, to $10.0 million for 2015, $20.0 million for 2016 and $25.0 million for 2017 and beyond, subject to carry-over provisions for 2016 and beyond.

The Company was in compliance with the financial covenants as of December 31, 2015.

The Company classifies borrowings under the Credit Facility as long-term on its consolidated balance sheets as the Credit Facility terminates in May 2018 and we do not intend to repay the balance outstanding thereunder in full within the next twelve months. As of December 31, 2015 the Company had $1.6 million of outstanding standby letters of credit under the Credit Facility, with a maximum borrowing availability of $22.9 million as of December 31, 2015.

Estimated future amortization of debt issuance costs is: $0.8 million for 2016 and 2017; and $0.3 million for 2018.
LONG-TERM DEBT

Long-term debt consists of the following (in thousands):
 
As of December 31,
 
2015
 
2014
Senior notes payable, 8.25% interest rate, interest payable quarterly, due May 2020
$
355,000

 
$
355,000

Subordinated notes payable, 6.00% interest rate, principal of $1 million plus interest payable quarterly, due November 2020
11,478

 
17,500

Capital lease obligations, 6.6% weighted average interest rate, principal and interest of $47 thousand payable monthly, expire at various dates through August 2030
8,417

 
—

Other notes payable
6,254

 
409

Total long-term debt before unamortized debt discounts and deferred debt issuance costs
381,149

 
372,909

Unamortized debt discounts
(770
)
 
(1,014
)
Deferred debt issuance costs
(7,392
)
 
(9,098
)
Total long-term debt
372,987

 
362,797

Less: current portion of long-term debt
(8,205
)
 
(2,438
)
Long-term debt, less current portion
$
364,782

 
$
360,359


Senior notes payable—These senior notes payable are 8.25% Second Priority Senior Secured Notes due May 1, 2020 which are registered under the Securities Act of 1933 (“2020 Senior Notes”).

The indenture under which the 2020 Senior Notes were issued, among other things, limits the Company’s ability and the ability of its restricted subsidiaries to: (i) pay dividends or distributions, repurchase equity, prepay subordinated debt or make certain investments; (ii) incur additional debt or issue certain disqualified stock and preferred stock; (iii) incur liens on assets; (iv) merge or consolidate with another company or sell all or substantially all assets; (v) enter into transactions with affiliates; and (vi) allow to exist certain restrictions on the ability of the guarantors to pay dividends or make other payments to the Company.

The 2020 Senior Notes are secured by second-position liens, subject to certain exceptions and permitted liens, on substantially all of the Company and the guarantors’ existing and future assets that secure the Company’s Credit Facility and are guaranteed by certain of the Company’s existing and future domestic subsidiaries.

Subordinated notes payable—Upon any event of default, as defined by the subordinated note agreement, the interest rate increases to 8.0% per annum until the event of default is cured. Any principal balance outstanding, plus any accrued interest thereon becomes due and payable upon (i) any refinancing of the 2020 Senior Notes or the Credit Facility or (ii) a change of control. While any principal balance is outstanding, including any accrued interest thereon, the Company and its subsidiaries may not declare or pay any dividend, make any payment on account of, or take certain other actions in respect of any of the Company or its subsidiaries’ equity interests, subject to certain exceptions.

Capital lease obligations—Certain of the Company’s property and equipment are leased pursuant to capital leases, including two aircraft and its hangar facility located at the Medford international airport in Oregon. Interest rates range from 6.57% to 15.42%.

Other notes payable—The majority of other notes payable consists of a note payable obtained in the first quarter of 2015 in exchange for aircraft support parts. This note has no stated interest rate, requires semi-annual principal payments of $2 million plus interest through March 1, 2017.

As of December 31, 2015, the future minimum principal payments on long-term debt, as well as the estimated future amortization of debt discounts and debt issuance costs are as follows (in thousands):

 
Payments
 
Unamortized Debt Discount
 
Debt Issuance Costs
Year Ending December 31:
 
 
 
 
 
2016
$
8,681

 
$
(476
)
 
$
(1,706
)
2017
6,773

 
(193
)
 
(1,706
)
2018
4,826

 
(89
)
 
(1,706
)
2019
1,539

 
(12
)
 
(1,706
)
2020
355,269

 
—

 
(568
)
Thereafter
4,061

 
—

 
—

 
$
381,149

 
$
(770
)
 
$
(7,392
)