|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
20-5657551
|
(State or other jurisdiction of
incorporation of organization)
|
|
(I.R.S. Employer
Identification Number)
|
Large accelerated filer
|
|
¨
|
Accelerated filer
|
|
¨
|
Non-accelerated filer
|
|
x
|
Smaller reporting company
|
|
x
|
|
|
|
Emerging growth company
|
|
¨
|
|
|
September 30,
2018 |
December 31,
2017 |
||||
|
|
|
||||
ASSETS
|
|
|
||||
Current assets:
|
|
|
||||
Cash and cash equivalents
|
$
|
4,198
|
|
$
|
8,366
|
|
Restricted cash
|
6,520
|
|
1,020
|
|
||
Marketable securities
|
3
|
|
6
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $1,413 and $1,545, respectively
|
26,437
|
|
19,690
|
|
||
Inventories, net
|
647
|
|
945
|
|
||
Prepaid expenses and other current assets
|
2,348
|
|
3,592
|
|
||
Income taxes receivable
|
135
|
|
129
|
|
||
Total current assets
|
40,288
|
|
33,748
|
|
||
Property and equipment, net of accumulated depreciation of $26,385 and $25,938, respectively
|
6,117
|
|
6,272
|
|
||
Goodwill
|
2,116
|
|
2,116
|
|
||
Other intangible assets, net of accumulated amortization of $6,575 and $6,421, respectively
|
1,184
|
|
1,671
|
|
||
Restricted cash
|
—
|
|
5,000
|
|
||
Assets held for sale
|
485
|
|
485
|
|
||
Other assets
|
490
|
|
1,192
|
|
||
Total assets
|
$
|
50,680
|
|
$
|
50,484
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
||||
Current liabilities:
|
|
|
||||
Accounts payable
|
$
|
12,874
|
|
$
|
9,065
|
|
Accrued liabilities:
|
|
|
||||
Employee compensation
|
1,055
|
|
1,487
|
|
||
Income taxes payable
|
—
|
|
73
|
|
||
Other accrued liabilities
|
3,125
|
|
5,098
|
|
||
Total current liabilities
|
17,054
|
|
15,723
|
|
||
Other liabilities
|
325
|
|
420
|
|
||
Total liabilities
|
17,379
|
|
16,143
|
|
||
COMMITMENTS AND CONTINGENCIES (Note 12)
|
|
|
||||
Shareholders’ equity:
|
|
|
||||
Common stock, $.01 par value, 40,000,000 shares authorized, 24,825,891 and 24,777,001 shares issued, and 24,170,585, and 24,132,910 shares outstanding, respectively
|
248
|
|
248
|
|
||
Additional paid-in capital
|
138,895
|
|
138,760
|
|
||
Accumulated deficit
|
(103,222
|
)
|
(102,503
|
)
|
||
Accumulated other comprehensive loss
|
(1,212
|
)
|
(768
|
)
|
||
Nil coupon perpetual loan notes
|
76
|
|
76
|
|
||
Treasury stock, at cost
|
(1,484
|
)
|
(1,472
|
)
|
||
Total shareholders’ equity
|
33,301
|
|
34,341
|
|
||
Total liabilities and shareholders’ equity
|
$
|
50,680
|
|
$
|
50,484
|
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Revenues
|
$
|
16,070
|
|
$
|
13,548
|
|
$
|
40,708
|
|
$
|
31,780
|
|
Costs and expenses:
|
|
|
|
|
||||||||
Cost of sales
|
10,654
|
|
8,498
|
|
26,545
|
|
19,383
|
|
||||
Selling, general and administrative
|
4,105
|
|
4,968
|
|
13,789
|
|
16,045
|
|
||||
Restructuring charge
|
—
|
|
—
|
|
—
|
|
119
|
|
||||
Research and development
|
265
|
|
216
|
|
814
|
|
780
|
|
||||
Intangible assets abandonment and building impairment
|
—
|
|
—
|
|
317
|
|
2,965
|
|
||||
|
15,024
|
|
13,682
|
|
41,465
|
|
39,292
|
|
||||
Operating income (loss) from continuing operations
|
1,046
|
|
(134
|
)
|
(757
|
)
|
(7,512
|
)
|
||||
Interest income
|
1
|
|
2
|
|
3
|
|
8
|
|
||||
Other expense
|
8
|
|
(41
|
)
|
(59
|
)
|
(45
|
)
|
||||
Income (loss) from continuing operations before income taxes
|
1,055
|
|
(173
|
)
|
(813
|
)
|
(7,549
|
)
|
||||
Income tax (benefit) expense
|
—
|
|
(5
|
)
|
(2
|
)
|
10
|
|
||||
Net income (loss) from continuing operations
|
1,055
|
|
(178
|
)
|
(815
|
)
|
(7,539
|
)
|
||||
Loss from discontinued operations (net of income tax benefit of $0 in 2018 and 2017)
|
(10
|
)
|
(239
|
)
|
(109
|
)
|
(2,238
|
)
|
||||
Net income (loss)
|
$
|
1,045
|
|
$
|
(417
|
)
|
$
|
(924
|
)
|
$
|
(9,777
|
)
|
Net income (loss) per common share:
|
|
|
|
|
||||||||
Basic
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.04
|
|
$
|
(0.01
|
)
|
$
|
(0.04
|
)
|
$
|
(0.32
|
)
|
Discontinued operations
|
$
|
—
|
|
$
|
(0.01
|
)
|
$
|
—
|
|
$
|
(0.09
|
)
|
Basic net income (loss) per common share
|
$
|
0.04
|
|
$
|
(0.02
|
)
|
$
|
(0.04
|
)
|
$
|
(0.41
|
)
|
Diluted
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.04
|
|
$
|
(0.01
|
)
|
$
|
(0.04
|
)
|
$
|
(0.32
|
)
|
Discontinued operations
|
$
|
—
|
|
$
|
(0.01
|
)
|
$
|
—
|
|
$
|
(0.09
|
)
|
Diluted net income (loss) per common share
|
$
|
0.04
|
|
$
|
(0.02
|
)
|
$
|
(0.04
|
)
|
$
|
(0.41
|
)
|
Weighted-average number of common shares outstanding:
|
|
|
|
|
||||||||
Basic
|
24,171,000
|
|
24,133,000
|
|
24,162,000
|
|
23,784,000
|
|
||||
Diluted
|
24,588,000
|
|
24,133,000
|
|
24,162,000
|
|
23,784,000
|
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Net income (loss)
|
$
|
1,045
|
|
$
|
(417
|
)
|
$
|
(924
|
)
|
$
|
(9,777
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
(263
|
)
|
190
|
|
(441
|
)
|
686
|
|
||||
Unrealized gains (losses) from marketable securities, net of tax
|
6
|
|
(2
|
)
|
(3
|
)
|
(1
|
)
|
||||
Total other comprehensive income (loss)
|
(257
|
)
|
188
|
|
(444
|
)
|
685
|
|
||||
Comprehensive income (loss)
|
$
|
788
|
|
$
|
(229
|
)
|
$
|
(1,368
|
)
|
$
|
(9,092
|
)
|
|
Nine Months Ended
September 30, |
|||||
|
2018
|
2017
|
||||
Operating Activities
|
|
|
||||
Net loss
|
$
|
(924
|
)
|
$
|
(9,777
|
)
|
Loss from discontinued operations
|
109
|
|
2,238
|
|
||
Net loss from continuing operations
|
(815
|
)
|
(7,539
|
)
|
||
Adjustments to reconcile net income (loss) to net cash used in operating activities:
|
|
|
||||
Depreciation
|
502
|
|
1,075
|
|
||
Amortization
|
158
|
|
161
|
|
||
(Gain) loss on disposal of equipment
|
(11
|
)
|
158
|
|
||
Provision for doubtful accounts, net of recoveries
|
(62
|
)
|
—
|
|
||
Excess and obsolete inventory reserve
|
—
|
|
228
|
|
||
Intangible assets abandonment and building impairment
|
317
|
|
2,965
|
|
||
Stock-based compensation, net of forfeitures
|
135
|
|
1,207
|
|
||
Changes in operating assets and liabilities:
|
|
|
||||
Accounts receivable
|
(7,192
|
)
|
(1,691
|
)
|
||
Inventories
|
280
|
|
78
|
|
||
Prepaid expenses, other current assets and other non-current assets
|
1,840
|
|
294
|
|
||
Accounts payable
|
3,896
|
|
2,726
|
|
||
Accrued liabilities and other non-current liabilities
|
(1,378
|
)
|
(3,474
|
)
|
||
Net cash used in operating activities - continuing operations
|
(2,330
|
)
|
(3,812
|
)
|
||
Net cash used in operating activities - discontinued operations
|
(334
|
)
|
(1,723
|
)
|
||
Net cash used in operating activities
|
(2,664
|
)
|
(5,535
|
)
|
||
Investing Activities
|
|
|
||||
Purchases of equipment and patents
|
(392
|
)
|
(511
|
)
|
||
Proceeds from the sale of equipment
|
1
|
|
1
|
|
||
Net cash used in investing activities
|
(391
|
)
|
(510
|
)
|
||
Financing Activities
|
|
|
||||
Taxes paid on behalf of equity award participants
|
(12
|
)
|
(258
|
)
|
||
Net cash used in financing activities
|
(12
|
)
|
(258
|
)
|
||
Effect of exchange rate fluctuations on cash
|
(601
|
)
|
607
|
|
||
Net decrease in cash, cash equivalents and restricted cash
|
(3,668
|
)
|
(5,696
|
)
|
||
Cash, cash equivalents, and restricted cash at beginning of period (Note 2)
|
14,386
|
|
17,846
|
|
||
Cash, cash equivalents and restricted cash at end of period (Note 2)
|
$
|
10,718
|
|
$
|
12,150
|
|
|
September 30,
2018 |
September 30,
2017 |
||||
Cash and cash equivalents
|
$
|
4,198
|
|
$
|
6,130
|
|
Restricted cash included in current assets
|
6,520
|
|
1,020
|
|
||
Restricted cash included in long-term assets
|
—
|
|
5,000
|
|
||
Total cash, cash equivalents, and restricted cash shown in the Consolidated Statements of Cash Flows
|
$
|
10,718
|
|
$
|
12,150
|
|
|
Balance at December 31, 2017
|
Adjustments Upon Adoption of ASC 606
|
Balance at January 1, 2018
|
|||||
Liabilities
|
|
|
|
|||||
Other accrued liabilities
|
$
|
5,098
|
|
(205
|
)
|
$
|
4,893
|
|
Equity
|
|
|
|
|||||
Accumulated deficit
|
(102,503
|
)
|
205
|
|
(102,298
|
)
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||||||
|
2018
|
2017 (1)
|
2018
|
2017 (1)
|
||||||||
Air Pollution Control
|
|
|
|
|
||||||||
Technology solutions
|
$
|
10,202
|
|
$
|
7,365
|
|
$
|
25,516
|
|
$
|
15,466
|
|
Spare parts
|
334
|
|
312
|
|
863
|
|
848
|
|
||||
Ancillary revenue
|
346
|
|
1,122
|
|
1,493
|
|
2,032
|
|
||||
Total Air Pollution Control Technology revenues
|
10,882
|
|
8,799
|
|
27,872
|
|
18,346
|
|
||||
FUEL CHEM
|
|
|
|
|
||||||||
FUEL CHEM technology solutions
|
5,188
|
|
4,749
|
|
12,836
|
|
13,434
|
|
||||
Total Revenues
|
$
|
16,070
|
|
$
|
13,548
|
|
$
|
40,708
|
|
$
|
31,780
|
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||||||
|
2018
|
2017 (1)
|
2018
|
2017 (1)
|
||||||||
United States
|
$
|
11,629
|
|
$
|
8,888
|
|
$
|
30,701
|
|
$
|
21,537
|
|
Foreign Revenues
|
|
|
|
|
||||||||
South America
|
278
|
|
35
|
|
904
|
|
260
|
|
||||
Europe
|
1,907
|
|
2,532
|
|
4,935
|
|
4,513
|
|
||||
Asia
|
2,256
|
|
2,093
|
|
4,168
|
|
5,470
|
|
||||
Total Foreign Revenues
|
4,441
|
|
4,660
|
|
10,007
|
|
10,243
|
|
||||
Total Revenues
|
$
|
16,070
|
|
$
|
13,548
|
|
$
|
40,708
|
|
$
|
31,780
|
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||
|
2018
|
2017 (1)
|
2018
|
2017 (1)
|
||||
Products transferred at a point in time
|
5,868
|
|
6,183
|
|
15,192
|
|
16,314
|
|
Products and services transferred over time
|
10,202
|
|
7,365
|
|
25,516
|
|
15,466
|
|
Total Revenues
|
16,070
|
|
13,548
|
|
40,708
|
|
31,780
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Restructuring liability at beginning of period
|
$
|
188
|
|
$
|
552
|
|
$
|
391
|
|
$
|
309
|
|
Amounts expensed
|
—
|
|
—
|
|
—
|
|
119
|
|
||||
Amounts expensed - discontinued operations
|
—
|
|
—
|
|
—
|
|
396
|
|
||||
Amounts paid
|
(93
|
)
|
(309
|
)
|
(296
|
)
|
(581
|
)
|
||||
Restructuring liability at end of period
|
$
|
95
|
|
$
|
243
|
|
$
|
95
|
|
$
|
243
|
|
|
Three months ended September 30,
|
Nine months ended September 30,
|
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Foreign currency translation
|
|
|
|
|
||||||||
Balance at beginning of period
|
$
|
(950
|
)
|
$
|
(1,078
|
)
|
$
|
(772
|
)
|
$
|
(1,574
|
)
|
Other comprehensive loss:
|
|
|
|
|
||||||||
Foreign currency translation adjustments (1)
|
(263
|
)
|
190
|
|
(441
|
)
|
686
|
|
||||
Balance at end of period
|
$
|
(1,213
|
)
|
$
|
(888
|
)
|
$
|
(1,213
|
)
|
$
|
(888
|
)
|
Available-for-sale marketable securities
|
|
|
|
|
||||||||
Balance at beginning of period
|
$
|
1
|
|
$
|
7
|
|
$
|
4
|
|
$
|
6
|
|
Other comprehensive income:
|
|
|
|
|
||||||||
Net unrealized holding loss (2)
|
—
|
|
(2
|
)
|
(3
|
)
|
(1
|
)
|
||||
Balance at end of period
|
$
|
1
|
|
$
|
5
|
|
$
|
1
|
|
$
|
5
|
|
Total accumulated other comprehensive loss
|
$
|
(1,212
|
)
|
$
|
(883
|
)
|
$
|
(1,212
|
)
|
$
|
(883
|
)
|
(1)
|
In all periods presented, there were no tax impacts related to rate changes and no amounts were reclassified to earnings.
|
(2)
|
In all periods presented, there were no realized holding gains or losses and therefore no amounts were reclassified to earnings.
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||
|
2018
|
2017
|
2018
|
2017
|
||||
Basic weighted-average shares
|
24,171,000
|
|
24,133,000
|
|
24,162,000
|
|
23,784,000
|
|
Conversion of unsecured loan notes
|
—
|
|
—
|
|
—
|
|
—
|
|
Unexercised options and unvested RSUs
|
417,000
|
|
—
|
|
—
|
|
—
|
|
Diluted weighted-average shares
|
24,588,000
|
|
24,133,000
|
|
24,162,000
|
|
23,784,000
|
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Stock options and restricted stock units, net of forfeited
|
$
|
97
|
|
$
|
51
|
|
$
|
135
|
|
$
|
1,207
|
|
Tax benefit of stock-based compensation expense
|
—
|
|
—
|
|
—
|
|
—
|
|
||||
After-tax effect of stock-based compensation
|
$
|
97
|
|
$
|
51
|
|
$
|
135
|
|
$
|
1,207
|
|
|
Number
of
Options
|
Weighted-
Average
Exercise Price
|
Weighted- Average
Remaining
Contractual
Term
|
Aggregate
Intrinsic
Value
|
|||||
Outstanding on January 1, 2018
|
1,116,750
|
|
$
|
6.34
|
|
|
|
||
Granted
|
—
|
|
|
|
|
|
|||
Exercised
|
—
|
|
|
|
|
|
|||
Expired or forfeited
|
(167,750
|
)
|
15.19
|
|
|
|
|||
Outstanding on September 30, 2018
|
949,000
|
|
$
|
4.78
|
|
4.84
|
$
|
58,960
|
|
Exercisable on September 30, 2018
|
949,000
|
|
$
|
4.78
|
|
4.84
|
$
|
58,960
|
|
|
Shares
|
Weighted Average
Grant Date
Fair Value
|
|||
Unvested restricted stock units at January 1, 2018
|
1,359,162
|
|
$
|
1.28
|
|
Granted
|
—
|
|
—
|
|
|
Forfeited
|
(199,995
|
)
|
1.59
|
|
|
Vested
|
(48,890
|
)
|
1.59
|
|
|
Unvested restricted stock units at September 30, 2018
|
1,110,277
|
|
$
|
1.21
|
|
•
|
The Air Pollution Control technology segment includes technologies to reduce NO
x
emissions in flue gas from boilers, incinerators, furnaces and other stationary combustion sources. These include Low and Ultra Low NO
x
Burners (LNB and ULNB), Over-Fire Air (OFA) systems, NO
x
OUT
®
and HERT™ Selective Non-Catalytic Reduction (SNCR) systems, and Advanced Selective Catalytic Reduction (ASCR
™
) systems. Our ASCR systems include ULNB, OFA, and SNCR components, along with a downsized SCR catalyst, Ammonia Injection Grid (AIG), and Graduated Straightening Grid GSG™ systems to provide high NO
x
reductions at significantly lower capital and operating costs than conventional SCR systems. The NO
x
OUT CASCADE
®
and NO
x
OUT-SCR
®
processes are more basic, using just SNCR and SCR catalyst components. ULTRA™ technology creates ammonia at a plant site using
|
•
|
The FUEL CHEM
®
technology segment, which uses chemical processes in combination with advanced CFD and CKM boiler modeling, for the control of slagging, fouling, corrosion, opacity and other sulfur trioxide-related issues in furnaces and boilers through the addition of chemicals into the furnace using TIFI
®
Targeted In-Furnace Injection™ technology.
|
Three months ended September 30, 2018
|
Air Pollution
Control Segment |
FUEL CHEM
Segment |
Other
|
Total
|
||||||||
Revenues from external customers
|
$
|
10,882
|
|
$
|
5,188
|
|
$
|
—
|
|
$
|
16,070
|
|
Cost of sales
|
(8,116
|
)
|
(2,538
|
)
|
—
|
|
(10,654
|
)
|
||||
Gross margin
|
2,766
|
|
2,650
|
|
—
|
|
5,416
|
|
||||
Selling, general and administrative
|
—
|
|
—
|
|
(4,105
|
)
|
(4,105
|
)
|
||||
Research and development
|
—
|
|
—
|
|
(265
|
)
|
(265
|
)
|
||||
Operating income (loss) from continuing operations
|
$
|
2,766
|
|
$
|
2,650
|
|
$
|
(4,370
|
)
|
$
|
1,046
|
|
Three months ended September 30, 2017
|
Air Pollution
Control Segment |
FUEL CHEM
Segment |
Other
|
Total
|
||||||||
Revenues from external customers
|
$
|
8,799
|
|
$
|
4,749
|
|
$
|
—
|
|
$
|
13,548
|
|
Cost of sales
|
(6,184
|
)
|
(2,314
|
)
|
—
|
|
(8,498
|
)
|
||||
Gross margin
|
2,615
|
|
2,435
|
|
—
|
|
5,050
|
|
||||
Selling, general and administrative
|
—
|
|
—
|
|
(4,968
|
)
|
(4,968
|
)
|
||||
Research and development
|
—
|
|
—
|
|
(216
|
)
|
(216
|
)
|
||||
Operating income (loss) from continuing operations
|
$
|
2,615
|
|
$
|
2,435
|
|
$
|
(5,184
|
)
|
$
|
(134
|
)
|
Nine Months Ended September 30, 2018
|
Air Pollution
Control Segment |
FUEL CHEM
Segment |
Other
|
Total
|
||||||||
Revenues from external customers
|
$
|
27,872
|
|
$
|
12,836
|
|
$
|
—
|
|
$
|
40,708
|
|
Cost of sales
|
(20,040
|
)
|
(6,505
|
)
|
—
|
|
(26,545
|
)
|
||||
Gross margin
|
7,832
|
|
6,331
|
|
—
|
|
14,163
|
|
||||
Selling, general and administrative
|
—
|
|
—
|
|
(13,789
|
)
|
(13,789
|
)
|
||||
Research and development
|
—
|
|
—
|
|
(814
|
)
|
(814
|
)
|
||||
Intangible assets abandonment
|
—
|
|
—
|
|
(317
|
)
|
(317
|
)
|
||||
Operating income (loss) from continuing operations
|
$
|
7,832
|
|
$
|
6,331
|
|
$
|
(14,920
|
)
|
$
|
(757
|
)
|
Nine Months Ended September 30, 2017
|
Air Pollution
Control Segment |
FUEL CHEM
Segment |
Other
|
Total
|
||||||||
Revenues from external customers
|
$
|
18,346
|
|
$
|
13,434
|
|
$
|
—
|
|
$
|
31,780
|
|
Cost of sales
|
(12,787
|
)
|
(6,596
|
)
|
—
|
|
(19,383
|
)
|
||||
Gross margin
|
5,559
|
|
6,838
|
|
—
|
|
12,397
|
|
||||
Selling, general and administrative
|
—
|
|
—
|
|
(16,045
|
)
|
(16,045
|
)
|
||||
Restructuring charge
|
(58
|
)
|
(61
|
)
|
—
|
|
(119
|
)
|
||||
Research and development
|
—
|
|
—
|
|
(780
|
)
|
(780
|
)
|
||||
Building impairment
|
—
|
|
—
|
|
(2,965
|
)
|
(2,965
|
)
|
||||
Operating income (loss) from continuing operations
|
$
|
5,501
|
|
$
|
6,777
|
|
$
|
(19,790
|
)
|
$
|
(7,512
|
)
|
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
||||||||||
|
2018
|
2017
|
2018
|
2017
|
||||||||
Revenues:
|
|
|
|
|
||||||||
United States
|
$
|
11,629
|
|
$
|
8,888
|
|
$
|
30,701
|
|
$
|
21,537
|
|
Foreign
|
4,441
|
|
4,660
|
|
10,007
|
|
10,243
|
|
||||
|
$
|
16,070
|
|
$
|
13,548
|
|
$
|
40,708
|
|
$
|
31,780
|
|
|
September 30,
2018 |
December 31,
2017 |
||||
Assets:
|
|
|
||||
United States
|
$
|
34,942
|
|
$
|
29,945
|
|
Foreign
|
15,738
|
|
20,539
|
|
||
|
$
|
50,680
|
|
$
|
50,484
|
|
a.
|
Exhibits (all filed herewith)
|
|
|
10.1
|
|
|
10.2
|
|
|
10.3
|
|
|
31.1
|
|
|
31.2
|
|
|
32
|
|
|
101.1
|
INSXBRL Instance Document
|
|
101.2
|
SCHXBRL Taxonomy Extension Schema Document
|
|
101.3
|
CALXBRL Taxonomy Extension Calculation Linkbase Document
|
|
101.4
|
DEFXBRL Taxonomy Extension Definition Linkbase Document
|
|
101.5
|
LABXBRL Taxonomy Extension Label Linkbase Document
|
|
101.6
|
PREXBRL Taxonomy Extension Prevention Linkbase Document
|
Date: 11/13/2018
|
By:
|
/s/ Vincent J. Arnone
|
|
|
Vincent J. Arnone
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
Date: 11/13/2018
|
By:
|
/s/ James M. Pach
|
|
|
James M. Pach
|
|
|
Vice President, Treasurer and Controller
|
|
|
(Principal Financial Officer)
|
(a)
|
Lender, Borrower and Loan Parties shall have executed this Amendment;
|
(b)
|
Borrower shall be in good standing in the States of Illinois and Delaware;
|
(c)
|
Borrower shall pay all costs and fees incurred by Lender in connection with the preparation and performance of this Amendment; and
|
(d)
|
There shall be no less than $6,520,000.00 in the Cash Collateral Account from the date hereof until December 31, 2018; at which time the Cash Collateral Account shall be no less than $6,020,000, provided that the Commitment to Borrower has been reduced to $5,000,000 as of that time.
|
Date: 11/13/2018
|
By:
|
/s/ Vincent J. Arnone
|
|
|
Vincent J. Arnone
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
Date: 11/13/2018
|
By:
|
/s/ James M. Pach
|
|
|
James M. Pach
|
|
|
Vice President, Treasurer and Controller
|
|
|
(Principal Financial Officer)
|
Date: 11/13/2018
|
By:
|
/s/ Vincent J. Arnone
|
|
|
Vincent J. Arnone
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
Date: 11/13/2018
|
By:
|
/s/ James M. Pach
|
|
|
James M. Pach
|
|
|
Vice President, Treasurer and Controller
|
|
|
(Principal Financial Officer)
|