Debt and Credit Agreements

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Debt and Credit Agreements

Debt and Credit Agreements

The Company's long-term debt consists of the following:

(In thousands)	December 31 2021		December 31 2020
Senior Secured Credit Facilities (a):
New Term Loan with an interest rate of 2.75% at December 31, 2021	$	497,500	$	—
Term Loan A with an interest rate of 3.50% at December 31, 2020	—		280,000
Term Loan B with an interest rate of 3.25% at December 31, 2020	—		218,188
Revolving Credit Facility with an average interest rate of 2.5% and 2.8% at   December 31, 2021 and 2020, respectively	362,000		281,000
5.75% Senior Notes due July 31, 2027	500,000		500,000
Other financing payable (including capital leases) in varying amounts due principally through 2026 with a weighted-average interest rate of 4.7% and 5.0% at December 31, 2021 and 2020, respectively	28,389		21,344
Total debt obligations	1,387,889		1,300,532
Less: deferred financing costs	(18,217)		(15,767)
Total debt obligations, net of deferred financing costs	1,369,672		1,284,765
Less: current maturities of long-term debt	(10,226)		(13,576)
Long-term debt	$	1,359,446	$	1,271,189

(a)     The current portion of long-term debt related to the Senior Secured Credit Facilities was $5.0 million and $10.5 million with the remainder reflected as Long-term debt at December 31, 2021 and 2020, respectively.

The maturities of long-term debt for the four years following December 31, 2022 are as follows:

(In thousands)
2023	$	17,331
2024	9,351
2025	7,560
2026	368,558

Cash payments for interest on debt were $60.9 million, $59.5 million and $27.6 million in 2021, 2020 and 2019, respectively.

Senior Secured Credit Facilities

March 2021 Amendment

In March 2021, the Company amended its Senior Secured Credit Facilities to, among other things, extend the maturity date of the Revolving Credit Facility to March 10, 2026, and to modify aspects of its total net leverage ratio covenant. As a result of this amendment, the net debt to consolidated adjusted EBITDA ratio covenant was increased to 5.75 through December 2021 and then decreases quarterly until reaching 4.50 in December 2022 and 4.00 in March 2023. In addition the Company issued the New Term Loan, as an additional tranche, under the Senior Secured Credit Facilities, in an aggregate principal amount of $500 million. The New Term Loan bears interest at a rate per annum of 1.25% over base rate, subject to a zero floor, or 2.25% over LIBOR, subject to a 0.50% floor. The New Term Loan is subject to quarterly amortization of principal of 0.25%, beginning September 30, 2021. The proceeds of the New Term Loan were used to repay in full the outstanding Term Loan A and Term Loan B under the Senior Secured Credit Facilities, which were due on June 28, 2024 and December 8, 2024, respectively. The New Term Loan matures on March 10, 2028, or earlier, on the date that is 91 days prior to the maturity date of the Company’s 5.75% Senior Notes, due 2027, if such Senior Notes are outstanding or have not been refinanced at such time.

In October 2021, the Company amended its Senior Secured Credit Facilities to, among other things, to make certain amendments in connection with the discontinuation of LIBOR.

At December 31, 2021, the Company was in compliance with all covenants for the Senior Secured Credit Facilities. During the twelve months ended December 31, 2021, 2020 and 2019, the Company recognized $5.5 million, $1.9 million and $1.0 million, respectively, of fees and expenses related to amendments to the Senior Secured Credit Facilities in the caption Unused debt commitment, amendment fees and loss on the extinguishment of debt on the Consolidated Statements of Operations. The amount for 2021 includes a write-off of $2.7 million of previously recorded deferred financing costs. The Company capitalized fees of $7.8 million related to the March 2021 Amendment.

In addition, on February 22, 2022, the Company amended its Senior Credit Facilities (“Amendment No. 9 to the Third Amended and Restated Credit Agreement”) to reset the levels of the net debt to consolidated adjusted EBITDA ratio covenant. As a result of this amendment, the net debt to consolidated adjusted EBITDA ratio covenant was set at 5.75 for the quarter ending March 31, 2022, and then decreases quarterly by 0.25 until reaching 4.00 for the quarter ending December 31, 2023 and thereafter. In addition, upon closing on the divestiture of the former Harsco Rail Segment, the net debt to consolidated adjusted EBITDA ratio covenant will decrease by an additional 0.25, provided, however, it will not go below 4.00.

See Note 20 Subsequent Events and Item 9B Other Information for discussion of the Amendment No. 9 to the Third Amended and Restated Credit Agreement.

The Credit Agreement imposes certain restrictions including, but not limited to, restrictions as to types and amounts of debt of liens that may be incurred by the Company; limitations on increases in dividend payments; limitations on repurchases of the Company's stock and limitations on certain acquisitions by the Company.

With respect to the Senior Secured Credit Facilities, the obligations of the Company are guaranteed by substantially all of the Company’s current and future wholly-owned domestic subsidiaries (“Guarantors”). All obligations under the Senior Credit Facility, and the guarantees of those obligations, are secured, subject to certain exceptions, by substantially all of the Company’s assets and the assets of the Guarantors.

The Credit Agreement requires certain mandatory prepayments of the New Term Loan, subject to certain exceptions, based on net cash proceeds of certain sales or distributions of assets, as well as certain casualty and condemnation events, in some cases subject to reinvestment rights and certain other exceptions; net cash proceeds of any issuance of debt, excluded permitted debt issuances; and a percentage of excess cash flow, as defined by the Credit Agreement, during a fiscal year.

Revolving Credit Facility

Borrowings under the Revolving Credit Facility, a U.S.-based program, bear interest at a rate per annum ranging from 50 to 150 basis points over base rate or 150 to 250 basis points over adjusted LIBOR, subject to a 0% floor.  Any principal amount outstanding under the Revolving Credit Facility is due and payable on its maturity on March 10, 2026.

The following table shows the amount outstanding under the Revolving Credit Facility and available credit at December 31, 2021.

	December 31, 2021
(In thousands)	Facility Limit		Outstanding Balance		Outstanding Letters of Credit		Available Credit
Revolving Credit Facility	$	700,000	$	362,000	$	29,824	$	308,176

Other

In 2019, the Company recognized $6.7 million of expenses in the caption Unused commitment fees, amendment fees and loss on extinguishment of debt on the Consolidated Statements of Operations, for fees and other costs related to bridge financing commitments that the Company arranged in the event that the Senior Notes were not issued prior to the acquisition of Clean Earth. The Senior Notes were issued prior to completion of the Clean Earth acquisition thus the bridge financing commitments were not utilized.

Short-term borrowings totaled $7.7 million and $7.5 million at December 31, 2021 and 2020, respectively. At December 31, 2021 and 2020, Short-term borrowings consist primarily of bank overdrafts and other third-party debt. The weighted-average interest rate for short-term borrowings at December 31, 2021 and 2020 was 3.3% and 3.4%, respectively.