LONG TERM DEBT AND CREDIT AGREEMENT | LONG-TERM DEBT AND CREDIT AGREEMENT Long-term debt consisted of the following (in thousands): March 31, 2023 December 31, 2022 Term Loan, net of unamortized issuance costs and debt discount of $2,336 and $2,485 at March 31, 2023 and December 31, 2022, respectively $ 179,614 $ 181,853 Other long-term debt 792 815 Total debt $ 180,406 $ 182,668 Less: current portion 9,716 9,710 Total long-term debt $ 170,690 $ 172,958 The following table summarizes the contractual maturities of our borrowing obligations as of March 31, 2023 (in thousands): Fiscal Year Term Loan Other Long-Term Debt Total 2023 (excluding three months ended March 31, 2023) $ 7,163 124 $ 7,287 2024 13,131 175 13,306 2025 17,906 187 18,093 2026 19,100 201 19,301 2027 19,100 105 19,205 Thereafter 105,550 — 105,550 Total before unamortized discount 181,950 792 182,742 Less: unamortized discount and issuance costs (2,336) — (2,336) Less: current portion of long-term debt (9,550) (166) (9,716) Total long-term debt $ 170,064 $ 626 $ 170,690 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 $3.3 million of interest expense on the Term Loan and Revolving Credit Facility for the three months ended March 31, 2023. The effective interest rate for the three months ended March 31, 2023 was 6.72%. As of March 31, 2023, there were no amounts drawn under the Revolving Credit Facility. We were in compliance with the Second A&R Credit Agreement covenants as of March 31, 2023. |