realize the tax benefit. The Company has net operating loss carryforwards totaling approximately $15.7 million, which begin expiring in 2012 through 2022.

7.        LONG-TERM DEBT

At December 31, 2004 and 2005, long-term debt consisted of the following:


* Amounts are presented net of discount of $2.0 million at December 31, 2004.

First Lien Credit Facility

On September 30, 2004, the Company entered into a Second Amended and Restated Credit Agreement with Hibernia National Bank and Union Bank of California, N.A. (the “First Lien Credit Facility”), which matures on September 30, 2007. The First Lien Credit Facility provides for (1) a revolving line of credit of up to the lesser of the Facility A Borrowing Base and $75.0 million and (2) a term loan facility of up to the lesser of the Facility B Borrowing Base and $25.0 million (subject to the limit of the borrowing base which is currently $22.5 million). It is secured by substantially all of the Company’s assets and is guaranteed by the Company’s wholly-owned subsidiary. The First Lien Credit Facility was amended on June 21, 2005 in connection with entering into the Second Lien Credit Facility.

Prior to the July 21, 2005 amendment of the First Lien Credit Facility, the Facility A Borrowing Bases was scheduled to be redetermined by the lenders at least semi-annually on each November 1 and May 1. After the amendment, the Facility A Borrowing Base is scheduled to be redetermined by the lenders each quarter. The Facility A Borrowing Base will at all times equal the Facility A Borrowing Base most recently redetermined by the lenders, less quarterly borrowing base reductions required subsequent to such redetermination. Before the July 21, 2005 amendment of the First Lien Credit Facility, the Borrowing Base reductions were $4.0 million per quarter. The lenders will reset the Facility A Borrowing Base amount at each scheduled and each unscheduled borrowing base redetermination date.

If the outstanding principal balance of the revolving loans under the First Lien Credit Facility exceeds the Facility A Borrowing Base at any time (including, without limitation, due to a quarterly borrowing base reduction), the Company has the option within 30 days to take any of the following actions, either individually or in combination: make a lump sum payment curing the deficiency, pledge additional collateral sufficient in the lenders' opinion to increase the Facility A Borrowing Base and cure the deficiency or begin making equal monthly principal payments that will cure the deficiency within the ensuing six-month period. Those payments would be in addition to any payments that may come due as a result of the quarterly borrowing base reduction. Otherwise, any unpaid principal or interest will be due at maturity.

For each revolving loan, the interest rate will be, at the Company’s option, (1) the Eurodollar Rate, plus an applicable margin equal to 2.375% if the amount borrowed is greater than or equal to 90% of the Facility A Borrowing Base, 2.0% if the amount borrowed is less than 90%, but greater than or equal to 50% of the Facility A Borrowing Base, or 1.625% if the amount borrowed is less than 50% of the Facility A Borrowing Base; or (2) the Base Rate, plus an applicable margin of 0.375% if the amount borrowed is greater than or equal to 90% of the Facility A Borrowing Base. The interest rate on each term loan will be, at the Company’s option, (1) the Eurodollar Rate, plus an applicable margin to be determined by the lenders; or (2) the Base Rate, plus

 

 
 

 

 
 
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