XML 25 R16.htm IDEA: XBRL DOCUMENT v3.23.3
LONG-TERM DEBT AND CREDIT AGREEMENT (Notes)
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
LONG TERM DEBT AND CREDIT AGREEMENT LONG-TERM DEBT AND CREDIT AGREEMENT
Long-term debt consisted of the following (in thousands):
September 30, 2023December 31, 2022
Term Loan, net of unamortized issuance costs and debt discount of $2,038 and $2,485 at September 30, 2023 and December 31, 2022, respectively
$177,274 $181,853 
Revolving Credit Facility40,000 — 
Other long-term debt691 815 
    Total debt$217,965 $182,668 
Less: current portion14,242 9,710 
Total long-term debt$203,723 $172,958 

The following table summarizes the contractual maturities of our borrowing obligations as of September 30, 2023 (in thousands):
Fiscal YearTerm LoanRevolving Credit FacilityOther Long-Term DebtTotal
2023 (excluding nine months ended September 30, 2023)
$4,525 — 41 $4,566 
202413,131 — 170 13,301 
202517,906 — 182 18,088 
202619,100 — 195 19,295 
2027124,650 40,000 103 164,753 
Total before unamortized discount
179,312 40,000 691 220,003 
Less: unamortized discount and issuance costs(2,038)— — (2,038)
Less: current portion of long-term debt
(14,075)— (167)(14,242)
Total long-term debt$163,199 40,000 $524 $203,723 


Credit Agreement

On January 5, 2021, the Company entered into a Credit Agreement (the “Credit Agreement”) with JPMorgan Chase Bank, N.A. as collateral and administrative agent, and a syndicate of banks, as lenders thereunder (the “Lenders”). Pursuant to the Credit Agreement, the Lenders agreed to provide the Company with (a) a term loan in the aggregate principal amount of $180.0 million (the “Term Loan”) and (b) a revolving credit facility (the “Revolving Credit Facility”) of up to a maximum of $70.0 million in borrowings outstanding at any time. The Revolving Credit Facility can be used for working capital, other general corporate purposes and for other permitted uses. The proceeds from the Term Loan, plus available cash on hand, were used to repay outstanding borrowings in the principal amount of $201 million under the Company’s prior financing agreement, which was then terminated. In connection with this termination, the Company incurred a loss on extinguishment of debt of $3.7 million as a result of writing off $2.6 million of remaining unamortized issuance costs as well as a $1.1 million prepayment penalty.

In connection with the Credit Agreement, the Company incurred $2.5 million of issuance discounts and an immaterial amount of issuance costs. The Term Loan discount and issuance costs are being amortized over the remaining life of the Second A&R Credit Agreement (as defined below).
On February 25, 2022, the Company executed an Amended and Restated Credit Agreement (the “A&R Credit Agreement) with JPMorgan Chase Bank, N.A. and the Lenders. The A&R Credit Agreement extended the term of the Term Loan to February 25, 2027, reduced the applicable interest rate margins by 0.25%, removed the LIBOR floor, moved the reference rate from LIBOR to the Secured Overnight Financing Rate (“SOFR”), reset the principal amortization schedule, and eliminated the fixed charge coverage ratio.

In connection with the A&R Credit Agreement, the Company accounted for the amendment as a modification and incurred an additional $0.4 million of issuance costs during the three months ended March 31, 2022. These additional costs and the remaining unamortized Term Loan discount and issuance costs are being amortized jointly over the amended remaining life of the Second A&R Credit Agreement.

On October 6, 2022, the Company executed a Second Amended and Restated Credit Agreement (the “Second A&R Credit Agreement”) with JPMorgan Chase Bank, N.A. and the Lenders. Pursuant to the Second A&R Credit Agreement, the Lenders agreed to provide the Company with (a) an additional term loan in the aggregate principal amount of $20 million (of which approximately $19 million was used to pay off the Company’s then outstanding drawings under the Revolving Credit Facility), and (b) an additional $50 million of available borrowing capacity under the Revolving Credit Facility, increasing the aggregate amount available to $120.0 million. The Second A&R Credit Agreement includes substantially similar terms as the A&R Credit Agreement and does not result in any changes to financial covenants, pricing or the maturity date of February 25, 2027.

In connection with the Second A&R Credit Agreement, the Company accounted for the amendment as a modification and incurred an additional $0.5 million of issuance costs during the three months ended December 31, 2022. These additional costs and the remaining unamortized Term Loan discount and issuance costs are being amortized jointly over the amended remaining life of the Second A&R Credit Agreement.

We recorded $4.7 million and $11.8 million of interest expense on the Term Loan and Revolving Credit Facility for the three and nine months ended September 30, 2023. We recorded $2.1 million and $4.6 million of interest expense on the Term Loan for the three and nine months ended September 30, 2022, respectively. The effective interest rate for the nine months ended September 30, 2023 was 7.30%. As of September 30, 2023, there was $40 million outstanding under the Revolving Credit Facility. We were in compliance with the Second A&R Credit Agreement covenants as of September 30, 2023.