Debt

6 Months Ended

Apr. 30, 2021

Debt Disclosure [Abstract]

Debt

Note 16. Debt

Debt as of April 30, 2021 and October 31, 2020 consisted of the following (in thousands):

	April 30,		October 31,
	2021		2020
Orion Energy Partners Credit Facility	$	—	$	80,000
Connecticut Green Bank Loan		4,800		4,800
Connecticut Green Bank Loan (Bridgeport Fuel Cell Project)		4,699		5,065
Liberty Bank Term Loan Agreement (Bridgeport Fuel Cell Project)		8,507		9,549
Fifth Third Bank Term Loan Agreement (Bridgeport Fuel Cell Project)		8,507		9,549
Finance obligation for sale-leaseback transactions		48,633		49,274
State of Connecticut Loan		9,041		9,454
Liberty Bank Promissory Note (PPP Note)		—		6,515
Finance lease obligations		134		38
Deferred finance costs		(1,413)		(3,737)
Unamortized debt discount		—		(5,152)
Total debt and financing obligations	$	82,908	$	165,355
Current portion of long-term debt and financing obligations		(8,575)		(21,366)
Long-term debt and financing obligations	$	74,333	$	143,989

Orion Energy Partners Investment Agent, LLC Credit Agreement

On November 30, 2020, the Company, its subsidiary guarantors, and the Orion Agent entered into a payoff letter with respect to the Orion Credit Agreement (the “Orion Payoff Letter”). Pursuant to the Orion Payoff Letter, on December 7, 2020, the Company paid a total of $87.3 million to the Orion Agent, representing the outstanding principal, accrued but unpaid interest, prepayment premium, fees, costs and other expenses due and owing under the Orion Facility and the Orion Credit Agreement and related loan documents, in full repayment of the Company’s outstanding indebtedness under the

Orion Facility and the Orion Credit Agreement and related loan documents. In accordance with the Orion Payoff Letter, the aggregate prepayment premium set forth in the Orion Credit Agreement was reduced from approximately $14.9 million to $4.0 million and the Orion Agent, on behalf of itself and the lenders, agreed that any portion of the prepayment premium that would otherwise be required to be paid pursuant to the Orion Credit Agreement in excess of $4.0 million was waived by the Orion Agent and the lenders. The Company expensed the remaining deferred finance costs and debt discount of $7.1 million. The Company has classified the $4.0 million prepayment premium and the deferred finance costs and debt discount expense as Loss on extinguishment of debt on the Consolidated Statements of Operations and Comprehensive Loss.

Concurrently with the Orion Agent’s receipt of full payment pursuant to the Orion Payoff Letter, the Orion Agent released all of the collateral from the liens granted under the security documents associated with the Orion Facility (which included the release of $11.2 million of restricted cash to the Company, which became unrestricted cash), and the Company and its subsidiaries were unconditionally released from their respective obligations under the Orion Credit Agreement (and related loan documents) and the Orion Facility without further action. With the termination of the Orion Facility and the Orion Credit Agreement and related loan documents, the lenders no longer have the right to appoint representatives to attend the Company’s Board of Director meetings as observers.

Liberty Bank Promissory Note

On April 20, 2020, the Company entered into the PPP Note (as defined elsewhere herein), dated April 16, 2020, evidencing a loan to the Company from Liberty Bank under the CARES Act (as defined elsewhere herein), administered by the U.S. Small Business Administration. Pursuant to the PPP Note, the Company received total loan proceeds of approximately $6.5 million on April 24, 2020 (the “PPP Loan”).

As required by the Orion Agent and its affiliated lenders (collectively, “Orion”) under the Company’s (now former) senior secured credit facility, the Company applied for forgiveness of the PPP Loan in October 2020. However, with the repayment in full of all amounts owed to Orion in December 2020, the Company was no longer required to pursue forgiveness of the PPP Loan. Additionally, since the time of the application for forgiveness, the Company’s financial circumstances changed substantially, such that the Company was no longer in need of forgiveness of the PPP Loan. Accordingly, on February 11, 2021, the Company withdrew its application for forgiveness and repaid all amounts outstanding under the PPP Note.