Teletouch Enters into New Credit Facility
12 February 2013 - 11:45PM
Business Wire
Teletouch Communications, Inc. (OTCBB: TLLE), a leading U.S.
cellular services provider and consumer electronics distributor,
today announced that after market close on Friday, February 8,
2013, it entered into a new, two-year, $6 million senior secured
asset-based revolving credit facility, with a starting interest
rate of 14% per annum (the “Revolver”), such facility also
providing for an additional multiple use, short term loan facility
of up to $2 million per loan for special order inventory purchase
transactions (the “Term Loans”) (together, the “DCP Credit
Facility”) with DCP Teletouch Lender, LLC, a special purpose entity
created by New York-based, Downtown Capital Partners, LLC (the
“Lender”). The Revolver contemplates interest rate reductions of 1%
per quarter (to a minimum of no less than 11%) in the event the
Company achieves certain minimum quarterly EBITDA targets. The Term
Loans component of the DCP Loan Facility is designed to satisfy
out-of-cycle customer orders to facilitate inventory purchases at
times and prices favorable to the Borrower. The Term Loans are not
a committed credit facility and the financial terms, including
interest rates and fees of each of any such Term Loans will be
determined on a case-by-case basis and remain entirely within the
discretion of the Lender. The DCP Credit Facility may be extended
by one additional year at the Company’s sole election, providing
for an up to three year total term. Teletouch is using the initial
funds drawn from the facility to replace and pay-down its original
loans and indebtedness with Thermo Credit LLC (the “Thermo
Facility”); pay closing costs associated with the financing; and,
use the remainder for general corporate and working capital
purposes. New York City-based, Bryant Park Capital, Inc. acted as
exclusive financial advisor to Teletouch for the transaction.
As prior reported, the Thermo Facility was originally set to
mature in January 2013. However, at the start of 2012, Thermo
Credit informed the Company that it was not in compliance with its
own borrowing base facility with Capital One Bank, N.A., and could
no longer lend additional monies or fulfill any further revolving
credit obligations to the Company. Subsequently, the parties
entered into various negotiations and agreements, whereby the
maturity of the Thermo Facility was reset to August 2012, while the
Company worked to replace the Thermo Facility altogether (see the
Company’s related filings on EDGAR for more complete information).
As a party to this new transaction, Thermo and the Company entered
into Amendment No. 6 (to the original Thermo loan agreement),
pursuant to which Teletouch agreed to apply at the closing of the
DCP Credit Facility, $4.0 million from the proceeds of the
financing described above, thereby reducing the current balance on
the prior Thermo Facility from $7.148 million to a current new
principal balance of $3.148 million, as evidenced by a new
three-year Subordinated Promissory Note (see today’s 8-K filing for
further information).
“Although the process has been extremely challenging, the new $6
million asset-based revolving loan facility, combined with the
potential of the additional $2 million-per-transaction stand-by
term loan facility, positions the Company well to take advantage of
the various components of its emerging wholesale distribution
business,” stated T. A. "Kip" Hyde, Jr., President, Chief Operating
Officer and Director of Teletouch. “Just as important, firmly
resolving the ongoing credit matters with Thermo Credit now allows
our management team to focus on growing the business, especially
with the greater flexibility and additional credit lines that our
new lender provides. Completing this new credit facility was a team
effort, and we look forward to growing the business together.”
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About Teletouch Communications
For over 48 years, Teletouch has offered a comprehensive suite
of wireless telecommunications solutions, including cellular,
two-way radio, GPS-telemetry and wireless messaging. Today,
Teletouch is a leading Authorized Service Provider and billing
agent of AT&T (NYSE: T) products and services to consumers,
businesses and government agencies, operating a chain of retail and
authorized agent stores in North and Central Texas under its “Hawk
Electronics” brand, in conjunction with its direct sales force,
call center operations and various retail eCommerce websites,
including: www.hawkelectronics.com, www.hawkwireless.com and
www.hawkexpress.com.
Through its wholly owned subsidiary, Progressive Concepts, Inc.,
Teletouch operates a national distribution business, PCI Wholesale,
primarily serving Tier 1 (AT&T, T-Mobile, Verizon, Sprint)
cellular carrier agents, Tier 2, Tier 3 and rural carriers, as well
as auto dealers and smaller consumer electronics retailers, with
product sales and support available through www.pciwholesale.com
and www.pcidropship.com, among other B2B oriented websites.
Teletouch's common stock is traded Over-The-Counter under stock
symbol: TLLE. Additional information about the Teletouch family of
companies can be found at www.teletouch.com.
All statements from Teletouch Communications, Inc. in this news
release that are not based on historical fact are "forward-looking
statements" within the meaning of the PSLRA of 1995 and the
provisions of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. While the Company’s management has based any
forward-looking statements contained herein on its current
expectations, the information on which such expectations were based
may change. These forward-looking statements rely on a number of
assumptions concerning future events and are subject to a number of
risks, uncertainties, and other factors, many of which are outside
of our control, that could cause actual results to materially
differ from such statements. Such risks, uncertainties, and other
factors include, but are not necessarily limited to, those set
forth under the caption “Risk Factors” in the Company’s most recent
Form 10-K and 10-Q filings, and amendments thereto, as well as
other public filings with the SEC since such date. The Company
operates in a rapidly changing and competitive environment, and new
risks may arise. Accordingly, investors should not place any
reliance on forward-looking statements as a prediction of actual
results. The Company disclaims any intention to, and undertakes no
obligation to, update or revise any forward-looking statement.
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