Credit Agreement | Credit Agreement On September 21, 2018, we entered into a credit agreement (the “Credit Facility”) by and among us, the lenders party thereto from time to time and Bank of America, as administrative agent. The Credit Facility includes: • a revolving loan not to exceed $50,000 (the “Revolving Loan”); • a term loan of $205,000 (the “Term Loan”); and • a commitment to loan up to a further $25,000 , which expires in March 2020. All amounts associated with the Revolving Loan and the Term Loan under the Credit Facility mature in September 2023. The interest rates per annum applicable to the loans under the Credit Facility are based on a fluctuating rate of interest measured by reference to, at our election, either (i) the Eurodollar rate, currently the London Inter-bank Offered Rate (“LIBOR”), or (ii) an alternative base rate. Various margins are added to the interest rate based upon our consolidated net leverage ratio. Customary fees are payable in respect of the Credit Facility and include (i) commitment fees (ranging from 0.25% to 0.35% , based upon our consolidated net leverage ratio) for unused portions of the Credit Facility and (ii) fees on outstanding letters of credit (ranging from 1.30% to 2.10% , based upon our consolidated net leverage ratio). Amounts borrowed under the Credit Facility are secured by essentially all assets of the Company. The Credit Facility contains various representations and warranties, and restrictive covenants that, among other things and subject to specified exceptions, restrict the ability of us and our restricted subsidiaries to grant liens, incur indebtedness (including guarantees), make investments, engage in mergers and acquisitions, make dispositions of assets, make restricted payments or change the nature of our or their business. The Credit Facility contains financial covenants related to the consolidated net leverage ratio and the fixed charge coverage ratio (of 1.20 to 1.00). We are required to comply with a consolidated net leverage ratio of 3.75 to 1.00 through March 30, 2020, decreasing to 3.50 to 1.00 as of March 31, 2020, further decreasing to 3.25 to 1.00 as of March 31, 2021 and finally decreasing to 3.00 to 1.00 as of March 31, 2022 and thereafter. As of March 31, 2019 , we were in compliance with all covenants related to the Credit Facility. As of March 31, 2019 , our consolidated net leverage ratio was 2.79 to 1.00 and our fixed charge coverage ratio was 2.27 to 1.00. Management evaluated its future compliance with these financial covenants using management's most recent financial forecast. Based on this evaluation, management believes the Company will continue to remain in compliance with these covenants. Management’s forecast does not anticipate existing operations incurring material unexpected losses, new work awards being materially delayed, or delay in the receipt of payment from our customer related to the early completion of the Brickhaven contract. If these or other unanticipated headwinds in our business occur, the Company could be required to amend or obtain a waiver from the Administrative Agent to remain in compliance with such covenants, although there is no assurance that we could obtain such amendment or waiver. The Credit Facility also contains certain affirmative covenants, including reporting requirements, such as delivery of financial statements, certificates and notices of certain events, maintaining insurance and providing additional guarantees and collateral in certain circumstances. The Credit Facility includes customary events of default, including non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations or warranties, cross default to certain other material indebtedness, bankruptcy and insolvency events, invalidity or impairment of guarantees or security interests, material judgments and change of control. The Revolving Loan provides a principal amount of up to $50,000 , reduced by outstanding letters of credit ( $11,980 outstanding as of March 31, 2019 ). As of March 31, 2019 , $20,500 was outstanding on the Revolving Loan. Notes Payable The following table summarizes the major components of debt at each balance sheet date and provides maturities and interest rate ranges for each major category as of March 31, 2019 : March 31, 2019 December 31, 2018 Various equipment notes entered into in November 2017, payable in monthly installments ranging from $5 to $24, including interest at 5.2%, maturing in December 2022 through December 2023. The notes are secured by equipment with a net book value of $3,852 as of March 31, 2019. $ 4,701 $ 4,949 Various equipment notes entered into in 2018, payable in monthly installments ranging from $1 to $39, including interest ranging from 5.61% to 6.80%, maturing in March 2023 through May 2025. The notes are secured by equipment with a net book value of $11,269 as of March 31, 2019. 11,838 12,293 In June 2018, the Company entered into a $12,000 convertible, non-revolving credit note with a bank. The credit note converted to a term loan on April 10, 2019, with a maturity date of April 10, 2024. Interest on borrowings prior to the conversion date was calculated using a floating rate equal to 2% in excess of LIBOR. Beginning with the conversion date, interest is calculated, at the Company’s election, either based on the aforementioned rate or at a fixed rate equal to 2% in excess of the five-year Swap Rate in effect at the conversion date. The note is secured by equipment with a net book value of $11,333 as of March 31, 2019. 11,955 8,299 A $10,000 equipment line with a bank, entered into in December 2017, secured by all equipment purchased with the proceeds of the loan. Interest is calculated on any outstanding amounts using a fixed rate of 4.5%. The equipment line converted to a term loan in September 2018, with a maturity date of June 22, 2023. The note is secured by equipment with a net book value of $7,925 as of March 31, 2019. 9,109 9,563 The Term Loan entered into in September 2018 as part of the Credit Facility (see Note 6). The interest rate applicable to the Term Loan is based on a fluctuating rate of interest measured by reference to, at the Company’s election, either (i) the Eurodollar rate, currently LIBOR, or (ii) an alternative base rate (see Note 6). Principal payments of $2,563 are required quarterly through September 2020, $3,844 through September 2022 and $5,125 through September 2023. The remaining outstanding amounts will be due in September 2023. The loan is secured by substantially all of the assets of the Company, and is subject to certain financial covenants. 199,875 202,438 Total 237,478 237,542 Less debt issuance costs (3,081 ) (3,252 ) 234,397 234,290 Less current maturities (17,095 ) (23,268 ) Notes payable due after one year $ 217,302 $ 211,022 |