XML 26 R13.htm IDEA: XBRL DOCUMENT v3.24.3
Long term Debt
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Long term Debt

7. Long term Debt

 

Senior Secured Notes

 

Long-term debt consists of £235.0 million ($315.2 million) of Senior Secured Notes and $2.8 million of capitalized debt fees which are being amortized over the length of the Senior Secured Notes. The Senior Secured Notes bear interest at a fixed rate of 7.875% and are fully repayable on June 1, 2026.  

 

Under our debt facilities in place as of September 30, 2024, we were not subject to covenant testing on our senior secured notes (the “Senior Secured Notes”). We are, however, subject to covenant testing at the level of Inspired Entertainment Inc., the ultimate holding company, on our Revolving Credit Facility Agreement (the “RCF Agreement”) which required the Company to maintain a maximum consolidated senior secured net leverage ratio of 6.0x on March 31, 2022, stepping down to 5.75x on March 31, 2023 and 5.50x from March 31, 2024 and thereafter (the “RCF Financial Covenant”). The RCF Financial Covenant is calculated as the ratio of consolidated senior secured net debt to consolidated pro forma EBITDA (defined as net loss excluding depreciation and amortization, interest expense, interest income and income tax expense) for the 12-month period preceding the relevant quarterly testing date and is tested quarterly on a rolling basis, subject to the Initial Facility (as defined in the RCF Agreement) being drawn on the relevant test date. The RCF Financial Covenant does not include a minimum interest coverage ratio or other financial covenants. Covenant testing at September 30, 2024 showed covenant compliance with a net leverage of 3.1x.

 

There were no covenant violations in the period ended September 30, 2024.

 

The Indenture governing the Senior Secured Notes contains covenants and certain reporting requirements including the requirement to provide the lender, within 60 days after the close of the quarter, unaudited quarterly financial statements with footnote disclosures. In the period ended September 30, 2023, the Company was unable to comply with this requirement due to the requirement to restate previously reported financial statements as reported in a Current Report on Form 8-K filed with the SEC on November 8, 2023. The debt agreement allows the Company a 30-day grace period to provide such financial information once they receive any notice of non-compliance. No such notice was received. Concurrent with the filing of the Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2023 with the SEC on February 27, 2024, the reporting requirement was met.