Long-Term Debt | 5. Long-Term Debt The Company’s long-term debt consisted of the following as of July 31, 2019 and April 30, 2019: July 31, April 30, 2019 2019 (in thousands) First Lien Facility (1) (2) $ 970,754 $ 972,650 ABL Facility 53,673 43,972 Finance lease obligations 114,043 109,286 Installment notes at fixed rates up to 5.0%, due in monthly and annual installments through 2024 (3) 19,494 15,287 Titan Facility 3,041 — Carrying value of debt 1,161,005 1,141,195 Less current portion 49,308 42,118 Long-term debt $ 1,111,697 $ 1,099,077 (1) Net of unamortized discount of $2,059 and $2,149 as of July 31, 2019 and April 30, 2019, respectively. (2) Net of deferred financing costs of $11,566 and $12,072 as of July 31, 2019 and April 30, 2019, respectively. (3) Net of unamortized discount of $1,127 and $1,200 as of July 31, 2019 and April 30, 2019, respectively. First Lien Facility The Company has a senior secured first lien term loan facility (the "First Lien Facility") with aggregate principal amount of $984.4 million outstanding as of July 31, 2019. The First Lien Facility is due in June 2025 and the Company is required to make quarterly principal payments of 0.25% of the aggregate principal amount. The First Lien Facility bears interest at a floating rate based on LIBOR plus 2.75%, with a 0% floor. As of July 31, 2019, the applicable rate of interest was 4.98%. Asset Based Lending Facility The Company has an asset based revolving credit facility (the “ABL Facility”) that provides for aggregate revolving commitments of $345.0 million (including same day swing line borrowings of $34.5 million). GYP Holdings III Corp. is the lead borrower. Extensions of credit under the ABL Facility are limited by a borrowing base calculated periodically based on specified percentages of the value of eligible inventory and eligible accounts receivable, subject to certain reserves and other adjustments. At the Company’s option, the interest rates applicable to the loans under the ABL Facility are based at LIBOR or base rate plus, in each case, an applicable margin. The margins applicable for each elected interest rate are subject to a pricing grid, as defined in the ABL Facility agreement, based on average daily availability for the most recent fiscal quarter. As of July 31, 2019, the applicable rate of interest was 4.18%. The ABL Facility also contains an unused commitment fee subject to utilization, as included in the ABL Facility agreement. During the three months ended July 31, 2019, the Company made net borrowings under the ABL facility of $9.7 million. As of July 31, 2019, the Company had available borrowing capacity of approximately $281.7 million under the ABL Facility. The ABL Facility will mature on November 18, 2021 unless the individual affected lenders agree to extend the maturity of their respective loans under the ABL Facility upon the Company’s request and without the consent of any other lender. The ABL Facility contains a cross default provision with the First Lien Facility. Covenants under the First Lien Facility and ABL Facility The First Lien Facility contains a number of covenants that limit our ability and the ability of our restricted subsidiaries, as described in the First Lien Credit Agreement, to: incur more indebtedness; pay dividends, redeem or repurchase stock or make other distributions; make investments; create restrictions on the ability of our restricted subsidiaries to pay dividends to us or make other intercompany transfers; create liens securing indebtedness; transfer or sell assets; merge or consolidate; enter into certain transactions with our affiliates; and prepay or amend the terms of certain indebtedness. The Company was in compliance with all restrictive covenants as of July 31, 2019. The ABL Facility contains certain affirmative covenants, including financial and other reporting requirements. The Company was in compliance with all such covenants as of July 31, 2019. Titan Revolving Credit Facility Through its WSB Titan (“Titan”) subsidiary, the Company has a revolving credit facility (the “Titan Facility”) that provides for aggregate revolving commitments of $22.8 million ($30.0 million Canadian dollars). The Titan Facility bears interest at the Canadian prime rate plus a marginal rate based on the level determined by Titan’s total debt to EBITDA ratio at the end of the most recently completed fiscal quarter or year. During the three months ended July 31, 2019, the Company made net borrowings under the Titan facility of $3.0 million. As of July 31, 2019, the Company had available borrowing capacity of approximately $14.7 million under the Titan Facility. The Titan Facility matures on June 28, 2022. Debt Maturities As of July 31, 2019, the maturities of long-term debt were as follows First Lien ABL Finance Installment Titan Facility(1) Facility Leases Notes(2) Facility Total Years ending April 30, (in thousands) 2020 (remaining nine months) $ 7,476 $ — $ 22,446 $ 4,264 $ 3,041 $ 37,227 2021 9,968 — 28,807 4,874 — 43,649 2022 9,968 53,673 25,493 4,438 — 93,572 2023 9,968 — 19,888 4,405 — 34,261 2024 9,968 — 12,958 1,781 — 24,707 Thereafter 937,031 — 4,451 859 — 942,341 $ 984,379 $ 53,673 $ 114,043 $ 20,621 $ 3,041 $ 1,175,757 (1) Gross of unamortized discount of $2,059 and deferred financing costs of $11,566 as of July 31, 2019. (2) Gross of unamortized discount of $1,127 as of July 31, 2019. |