XML 32 R16.htm IDEA: XBRL DOCUMENT v3.22.2
Debt
 6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Debt
9.DEBT
The Company’s outstanding debt was as follows:
June 30,
2022		December 31,
2021
Term Loan Facility$435,275 $446,888 
Revolving Credit Facility— — 
Credit Facility435,275 446,888 
Other debt11,274 15,309 
Total debt446,549 462,197 
Less - Current maturities of long-term debt(26,273)(28,230)
Less - Unamortized debt issuance costs(4,278)(5,379)
Total long-term debt$415,998 $428,588 
Credit Facility—Our amended credit agreement (as amended, the “Credit Agreement”) provides the Company with senior secured debt financing (collectively, the “Credit Facility”) consisting of (i) a senior secured first lien term loan facility (the “Term Loan Facility”) in the aggregate principal amount of $540,000 and (ii) a senior secured first lien revolving credit facility (the “Revolving Credit Facility”) in an aggregate principal amount of $75,000 (with a $75,000 limit for the issuance of letters of credit and a $15,000 sublimit for swing line loans). The obligations under the Credit Facility are secured by substantially all assets of the Company and the subsidiary guarantors, subject to certain permitted liens and interests of other parties. The Credit Facility will mature on October 2, 2024.
The Term Loan Facility bears interest at either the base rate plus a margin, or at a one to twelve-month LIBOR rate plus a margin, at the Company’s election. At June 30, 2022, the Company calculated interest using a one-month LIBOR rate and an applicable margin of 1.06% and 2.00% per annum, respectively. We continue to utilize an interest rate swap to hedge against $200,000 of the outstanding Term Loan Facility, which resulted in a weighted average interest rate of approximately 4.13% per annum during the six months ended June 30, 2022. Scheduled principal payments on the Term Loan Facility are made quarterly and total approximately $23,200, $31,900, and $26,100 for each of the years ending 2022, 2023 and 2024, respectively. A final payment of all principal and interest then outstanding on the Term Loan Facility is due on October 2, 2024. The Company is required to make mandatory prepayments on the Credit Facility with proceeds received from issuances of debt, events of loss and certain dispositions, and is also required to prepay the Credit Facility with a certain percentage of its excess cash flow within 5 days after receipt of its annual audited financial statements. For the six months ended June 30, 2022, the Company made scheduled term loan payments of $11,612.
The Revolving Credit Facility bears interest at the same rate options as the Term Loan Facility. In addition to interest on debt borrowings, we are assessed quarterly commitment fees on the unutilized portion of the facility as well as letter of credit fees on outstanding instruments. At June 30, 2022, we had no outstanding borrowings under the $75,000 Revolving Credit Facility.
Debt Issuance Costs—The costs associated with the Credit Facility are reflected on the Condensed Consolidated Balance Sheets as a direct reduction from the related debt liability and amortized over the term of the facility. Amortization of debt
issuance costs was $546 and $1,102 for the three and six months ended June 30, 2022, respectively, and $604 and $1,264 for the three and six months ended June 30, 2021, respectively, and was recorded as interest expense.
Other Debt—At December 31, 2021, other debt primarily consisted of a $10,000 subordinated promissory note to one of the Plateau sellers and a short-term Paycheck Protection Program loan (the “PPP Loan”) received by one of the Company’s 50% owned subsidiaries. During the first quarter of 2022, the Small Business Administration forgave the outstanding PPP Loan of approximately $4,800, of which the Company recorded a gain on debt extinguishment of $2,428 for its 50% portion of the gain.
Compliance and Other—The Credit Agreement contains various affirmative and negative covenants that may, subject to certain exceptions, restrict the ability of us and our subsidiaries to, among other things, grant liens, incur additional indebtedness, make loans, advances or other investments, make non-ordinary course asset sales, declare or pay dividends or make other distributions with respect to equity interests, purchase, redeem or otherwise acquire or retire capital stock or other equity interests, or merge or consolidate with any other person, among various other things. In addition, the Company is required to maintain certain financial covenants. As of June 30, 2022, we were in compliance with all of our restrictive and financial covenants. The Company’s debt is recorded at its carrying amount in the Condensed Consolidated Balance Sheets. At June 30, 2022 and December 31, 2021, the fair value of our debt outstanding approximated the carrying value.