To: Mr. Pink who wrote (18476 ) 6/16/1998 7:56:00 PM From: Nanchate Read Replies (2) | Respond to of 31646
Tandem loan clarification: 1) Prior closing the Tandem Loan, TAVA had all its assets pledged to various bank facilities as well as the Renaissance debentures. Closing the Tandem loan, allowed the company to pay off all short term debt, (important for administration consolidation efforts), improve the working capital position, (by moving short term debt to long term) and raise additional cash proceeds of approximately $2 million. Since all the company's assets were pledged to other debt, the company accomplished the above without giving up any "new collateral"; i.e. all the company's assets were already pledged. Further, the TANDEM loan does not have any principal payments required for three years and has limited debt covenants. 2) Lending institutions don't lend money based on market cap. or collateral value ( a common misperception). Traditional bank lenders look at historical earnings and cash flow to support bank credit. Due to TAVA's role out of its Plant Y2K One software, the banks wanted to see several quarters of earnings prior to extending credit. The company continues to have discussions with banks about replacing TANDEM with a more traditional bank facility. 3) The Tandem loan does not have any prepayment penalties. We can repay the debt at any time which extinguishes their collateral position. 4) Tandem was interested in extending the company additional credit. TAVA was not interested since Tandems fees were based on the size of the facility. Tandem remains interested in lending TAVA additional funds. 5) At 3/31/98, TAVA was in violation of the covenants on the Renaissance Debenture, not the Tandem loan. The covenant violated was the Times Interest Earned ratio, which is a ratio designed to measure earnings to interest expense. TAVA was in violation of the covenant due to losses. These covenants were set when the Renaissance Debenture was closed, in 1996. Finally, the company is looking at the Tandem loan as a debt facility which: 1) Is possible to increase, 2) Provides time to prove the Y2K Product viability through earnings and thus will allow the company to arrange traditionalbank financing, 3) provided consolidation of existing debt on favorable terms (i.e. principal payments ) and less restrictive covenants and, 4) Provided net new funds of approximately $2million. TAVA obtained the above benefits without changing the collateral position of the lenders. Closing of the Tandem loan was hardly a "desperation" loan. Closing this loan was a part of well developed plan to continue to increase the financial strength and balance sheet of TAVA through an appropriate balance of equity and properly structure debt financing.