Quarterly report pursuant to Section 13 or 15(d)

Debt

v3.8.0.1
Debt
3 Months Ended
Mar. 31, 2018
Debt Disclosure [Abstract]  
Debt

9. DEBT

Credit Facility

On June 24, 2013, the subsidiaries of SLP entered into a $15,000 credit facility with City National Bank. The subsidiaries of SLP are the borrowers under such facility and SLP guarantees the obligations of its subsidiaries thereunder. The credit facility is secured by certain assets of SLP and its subsidiaries. The credit facility consists of a $7,500 delayed draw term loan that matures on June 24, 2020 and a $7,500 revolving credit facility that was to mature on December 23, 2017. As of December 21, 2017, the revolving credit facility was extended for one year.  The loan bears interest at either (a) the higher of the prime rate plus a margin of 0.05 percentage points and 2.5% or (b) the LIBOR rate plus 3 percentage points, at the borrowers’ option. As of March 31, 2018 and December 31, 2017, no amount has been drawn on the term loan credit facility and the borrowers may draw up to the full amount of the term loan through June 25, 2018. Borrowings under the term loan on or prior to June 24, 2015 were payable in 20 equal quarterly installments. Borrowings under the term loan after June 24, 2015 are payable in equal quarterly installments through the maturity date. The credit facility contains restrictions on, among other things, (i) incurrence of additional debt, (ii) creating liens on certain assets, (iii) making certain investments, (iv) consolidating, merging or otherwise disposing of substantially all of our assets, (v) the sale of certain assets, and (vi) entering into transactions with affiliates. In addition, the credit facility contains certain financial covenants including a test on discretionary assets under management, maximum debt to EBITDA and a fixed charge coverage ratio. The credit facility contains customary events of default, including the occurrence of a change in control which includes a person or group of persons acting together acquiring more than 30% of the total voting securities of Silvercrest.

As of March 31, 2018 and December 31, 2017, the Company did not have any outstanding borrowings under the revolving credit facility.

Interest expense, which also includes amortization of deferred financing fees, incurred on the revolving credit facility and term loan for the three months ended March 31, 2018 and 2017 was $4 and $4, respectively.

Notes Payable

The following is a summary of notes payable:

 

 

  

March 31, 2018

 

 

  

Interest Rate

 

 

Amount

 

Principal on fixed rate notes

  

 

5.0

 

$

722

  

Interest payable

  

 

 

 

 

 

27

  

Total, March 31, 2018

  

 

 

 

 

$

749

  

 

 

  

December 31, 2017

 

 

  

Interest Rate

 

 

Amount

 

Principal on fixed rate notes

  

 

5.0

 

$

722

  

Interest payable

  

 

 

 

 

 

18

  

Total, December 31, 2017

  

 

 

 

 

$

740

  

 

The carrying value of notes payable approximates fair value. The fixed rate notes, which are related to the Jamison and Ten-Sixty acquisitions, approximate fair value based on interest rates currently available to the Company for similar debt.  The variable rate notes are based on the U.S. Prime Rate.

As of March 31, 2018, future principal amounts payable under the fixed and variable rate notes are as follows:

 

2018 (remainder of)

  

$

722

  

Total

  

$

722

  

On June 30, 2015, Silvercrest issued promissory notes in an aggregate principal amount of approximately $2,165 in connection with the Jamison Acquisition.  The principal amount outstanding under the notes bears interest at 5% per annum.  The principal amounts of the notes are payable in three equal installments of approximately $722 on each of June 30, 2016, 2017 and 2018.  As of March 31, 2018 and December 31, 2017, $722 remained outstanding on the notes and accrued but unpaid interest on the notes was approximately $27 and $18, respectively.