Long-Term Debt

12 Months Ended

Dec. 31, 2022

Long-Term Debt

Long-Term Debt

8.       Long-Term Debt

Long-term debt as of December 31, 2022 and 2021 consists of the following (in thousands):

	December 31, 2022		December 31, 2021
Line of credit, maturing January 2025	$	96,200	$	23,900
Revenue equipment installment notes with finance companies, weighted average interest rate of 4.2% and 3.7% at December 31, 2022 and December 31, 2021, due in monthly installments with final maturities at various dates through November 2027, secured by related revenue equipment with a net book value of $363.9 million and $316.9 million at December 31, 2022 and December 31, 2021		346,662		310,420
Mortgage note payables, interest rates ranging from 4.17% to 6.99% at December 31, 2022 and December 31, 2021 due in monthly installments with final maturities at various dates through September 2031, secured by real estate with a net book value of $32.1 million and $33.0 million at December 31, 2022 and December 31, 2021		23,108		24,587
Other		10,657		8,444
		476,627		367,351
Less: Debt issuance costs		(310)		(357)
Less: Current maturities of long-term debt		(122,009)		(83,584)
	$	354,308	$	283,410

Credit Facilities

On January 28, 2020, we entered into the credit facility (the “Credit Facility”) and contemporaneously with the funding of the Credit Facility paid off obligations under our then existing credit facility and terminated such facility. The Credit Facility is a $250.0 million revolving credit facility, with an uncommitted accordion feature that, so long as no event of default exists, allows the Company to request an increase in the revolving credit facility of up to $75.0 million.

The Credit Facility is a five-year facility scheduled to terminate on January 28, 2025.  Borrowings under the Credit Facility are classified as either “base rate loans” or “term SOFR loans”.  Base rate loans accrue interest at a base rate equal to the highest of (A) the Federal Funds Rate plus 0.50%, (B) the Agent’s prime rate, and (C) SOFR for a one month interest period.  Term SOFR loans accrue interest at SOFR for a one, three, or six month period, at the Company’s election, plus an adjustment of 0.10% for one month SOFR period, 0.15% for a three month SOFR period, or 0.25% for a six month SOFR period, plus an applicable margin that adjusts quarterly between 1.25% and 1.75% based on the ratio of daily average availability under the Credit Facility to the daily average of the lesser of the borrowing base or the revolving credit facility.  The Credit Facility includes, within its $250.0 million revolving credit facility, a letter of credit sub-facility in an aggregate amount of $75.0 million and a swingline sub-facility in an aggregate amount of $25.0 million.  An unused line fee of 0.25% is applied to the average daily amount by which the lenders’ aggregate revolving commitments exceed the outstanding principal amount of revolver loans and aggregate undrawn amount of all outstanding letters of credit issued under the Credit Facility.  The Credit Facility is secured by a pledge of substantially all of the Company’s assets, excluding, among other things, any real estate or revenue equipment financed outside the Credit Facility.

Borrowings under the Credit Facility are subject to a borrowing base limited to the lesser of (A) $250.0 million; or (B) the sum of (i) 87.5% of eligible billed accounts receivable, plus (ii) 85.0% of eligible unbilled accounts receivable (less than 30 days), plus (iii) 85.0% of the net orderly liquidation value percentage applied to the net book value of eligible revenue equipment, plus (iv) the lesser of (a) 80.0% the fair market value of eligible real estate or (b) $25.0 million. The Credit Facility contains a single springing financial covenant, which requires a consolidated fixed charge coverage ratio of at least 1.0 to 1.0. The financial covenant is tested only in the event excess availability under the Credit Facility is less than the greater of (A) 10.0% of the lesser of the borrowing base

or revolving credit facility or (B) $20.0 million. Based on excess availability as of December 31, 2022, there was no fixed charge coverage ratio requirement.

The Credit Facility includes usual and customary events of default for a facility of this nature and provides that, upon the occurrence and continuation of an event of default, payment of all amounts payable under the Credit Facility may be accelerated, and the lenders’ commitments may be terminated.  The Credit Facility contains certain restrictions and covenants relating to, among other things, dividends, liens, acquisitions and dispositions, affiliate transactions, and other indebtedness.

As of December 31, 2022, the Credit Facility had issued collateralized letters of credit in the face amount of $33.3 million, with $96.2 borrowings outstanding and $103.8 million available to borrow.

Debt Maturities

As of December 31, 2022, the scheduled principal payments of long-term debt, excluding unamortized discount and debt issuance costs and finance leases are as follows (in thousands):

2023	$	122,009
2024		90,417
2025		172,785
2026		67,084
2027		10,158
Thereafter		14,174
	$	476,627