Quarterly report pursuant to Section 13 or 15(d)

5. DEBT

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5. DEBT
 6 Months Ended
Jun. 30, 2014
Debt Disclosure [Abstract]  
5. DEBT

Long-term borrowings are summarized as follows (in thousands):

 

    June 30, 2014     December 31, 2013  
Kinergy operating line of credit   $ 21,371     $ 19,042  
Senior unsecured notes     –       13,984  
Plant Owners’ third-party term debt     58,766       58,766  
Plant Owners’ lines of credit     –       35,378  
Note payable to related party     –       750  
      80,137       127,920  
Less: Parent purchased Plant Owners’ term debt     (41,763 )     (27,088 )
Total Consolidated Debt     38,374       100,832  
Less: Unamortized discount on senior unsecured notes convertible notes     –       (1,674 )
      38,374       99,158  
Less short-term portion     –       (750 )
Long-term debt   $ 38,374     $ 98,408  

 

Kinergy Operating Line of Credit – For the three and six months ended June 30, 2014, Kinergy borrowed net $4,065,000 and $2,329,000 on its working capital line of credit, respectively. As of June 30, 2014, Kinergy had an available borrowing base under the credit facility of $8,629,000.

 

Senior Unsecured Notes – For the three and six months ended June 30, 2014, the Company paid in cash $977,000 and $13,984,000 on its senior unsecured notes, respectively. These notes were fully retired at June 30, 2014.

 

Plant Owners’ Term Debt and Operating Lines of Credit – The Plant Owners’ debt as of June 30, 2014 consisted of a $32,487,000 tranche A-1 term loan and a $26,279,000 tranche A-2 term loan. Pacific Ethanol, Inc., holds a combined $41,763,000 of these term loans, which are eliminated in consolidation. The term debt requires monthly interest payments at a floating rate equal to the three-month LIBOR or the Prime Rate of interest, at the Plant Owners’ election, plus 10.0%. The revolving credit facilities require monthly interest payments at a floating rate equal to the three-month LIBOR or the Prime Rate of interest, at the Plant Owners’ election, plus 10.0% and 5.5% for the $19,500,000 and $15,000,000 facilities, respectively. At June 30, 2014, the average interest rate was approximately 11.0%. Repayments of principal are based on available free cash flow of the Plant Owners, until maturity, when all principal amounts are due.

 

For the three and six months ended June 30, 2014, the Company paid in cash $16,000,000 and $35,378,000 on its revolving credit facilities. As of June 30, 2014, the Company had no outstanding principal balances on these revolving credit facilities and an aggregate borrowing availability of $34,500,000. 

 

Debt Modifications – On April 1, 2014, the Company entered into amendments to its credit facilities and term loan arrangements to achieve the following changes:

 

· Adjust the terms of the credit agreements to take into account a restart of the Company’s Madera, California facility;

 

· Reduce the Company’s revolving credit facility from $35,000,000 to $20,000,000 while increasing the maximum amount of the term loan outstanding to $65,766,000, allowing the Company to immediately borrow an additional $7,000,000. The additional $7,000,000 in borrowings was subject to an original issue discount of 6.25%, representing loan fees payable to the lenders, resulting in net proceeds from the additional borrowings of approximately $6,600,000. The Company used the net proceeds of the additional loan to restart operations at the Company’s Madera, California facility. The Company has since repaid the additional loan in full;

 

· Increase to $24,000,000 from $14,000,000 the level of permitted indebtedness, including capital lease liabilities that may be incurred for yield enhancing equipment or processing and separation equipment for corn oil and corn syrup at the Company’s ethanol production facilities; and

 

· Maintain the Company’s new revolving credit facility at $15,000,000 but allow the Company to terminate in whole or permanently reduce in part in $1,000,000 increments the lenders’ aggregate commitment.

 

Parent Purchase of Debt – On June 6, 2014, the Company purchased $14,675,000 of term debt for $17,038,000 in cash, reducing its consolidated plant term debt by $14,675,000, and recorded a $2,363,000 loss on extinguishment of debt for the amount paid in excess of the principal balance .

 

Note Payable to Related Party – The Company repaid in cash its note payable to its Chief Executive Officer totaling $750,000 on March 31, 2014.