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CREDIT FACILITIES AND NOTES PAYABLE
 9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
CREDIT FACILITIES AND NOTES PAYABLE CREDIT FACILITIES AND NOTES PAYABLE
At September 30, 2024 we had two principal secured credit facilities consisting of our Barclays credit facility and our Truist credit facility. Each facility includes a term loan component and a revolving credit facility. At September 30, 2024, we were in compliance with all covenants under our credit facilities.

Barclays Credit Facility
On April 18, 2024, we entered into a Third Amended and Restated First Lien Credit and Guaranty Agreement (the “Barclays Credit Agreement”), with Barclays Bank Plc and the lenders and financial institutions named therein, which provides for $875.0 million of senior secured term loans (the “Barclays Term Loan”) and a $282.0 million senior secured revolving credit facility (the “Barclays Revolving Credit Facility”). Our borrowing under the Barclays Revolving Credit Facility is secured by a lien on all of our assets.

The proceeds from the April 18, 2024 restatement of the Barclays Credit Agreement were used to refinance the $678.7 million of term loans outstanding under the prior credit facility, to pay accrued interest through the date of closing, and to pay fees and expenses associated with the refinancing transaction. Total costs incurred in connection with the restatement amounted to approximately $19.9 million segregated as follows: $11.1 million recognized as discount and deferred finance cost, $2.1 million charged to loss on early extinguishment of debt and $6.7 million to related expenses. Amounts capitalized will be amortized over the remaining terms of the respective credit facilities under the Barclays Credit Agreement.

Barclays Term Loan:

The Barclays Term Loan provides for interest payments based on a base rate, plus an applicable margin. During the periods covered by this report, the base rates, margins and effective interest rates (without giving effect to our 2019 Swaps) were as follows for the periods indicated:

PeriodBase Rate plus MarginEffective Rate
Through March 31, 2023
Eurodollar plus 2.50%
Alternative Base Rate plus 2.00%
4.63%
8.00%
April 1, 2023 to April 18, 2024
SOFR plus 3.00%
Alternative Base Rate plus 2.00%
8.33% (credit spread adjustment of 0.11%)
10.5%
After April 18, 2024
SOFR plus 2.5%
Prime Rate plus 1.5%
7.78% (credit spread adjustment of 0.00% )
9.5%

With the recent restatement, we are required to make quarterly principal payments of $2.2 million (up from $1.8 million under the prior credit agreement). The Barclays Term Loan will mature on April 18, 2031 unless otherwise accelerated under the terms of the Barclays Credit Agreement.

Barclays Revolving Credit Facility:

The Barclays Revolving Credit Facility is a $282.0 million senior secured revolving credit facility. Associated with the Barclays Revolving Credit Facility is deferred financing costs, net of accumulated amortization, of $2.0 million at September 30, 2024.

Amounts borrowed under the Barclays Revolving Credit Facility bear interest at either SOFR plus 3.00% or the Prime Rate plus 2% (with step-downs based on attainment of certain first lien net leverage ratio benchmarks). As of September 30, 2024, the effective interest rate payable on revolving loans under the Barclays Revolving Credit Facility was 10.50%. In addition, a commitment fee of 0.50% per annum accrues on the unused revolver commitments under the Barclays Revolving Credit Facility.

We had no outstanding balance under our $282.0 million Barclays Revolving Credit Facility at September 30, 2024. After reserves of $8.3 million for certain letters of credit, $273.7 million was available to draw upon as of September 30, 2024.

The Barclays Revolving Credit Facility terminates on April 18, 2029, unless otherwise accelerated under the terms of the Barclays Credit Agreement.
Truist Credit Facility
On October 7, 2022 our subsidiary New Jersey Imaging Network, Inc.("NJIN") entered into Second Amended and Restated Revolving Credit and Term Loan Agreement (the “Truist Credit Agreement”), with Truist Bank and the lenders and financial institutions named therein, which provides for a $150.0 million term loan (the "Truist Term Loan") and a $50.0 million revolving credit facility (the “Truist Revolving Credit Facility”). The Truist Credit agreement is secured by the assets of NJIN.
Truist Term Loan:

The Truist Term Loan currently bears interest at SOFR or a Base Rate plus an applicable margin and fees which step down based on a leverage ratio. At September 30, 2024 the applicable margin for SOFR was 1.5%.

We are required to make quarterly principal payments of $1.9 million, which increases by $0.9 million at scheduled intervals, with the remaining balance to be paid at maturity. The Truist Term Loan will mature on October 10, 2027 unless otherwise accelerated under the terms of the Truist Credit Agreement.

Truist Revolving Credit Facility:

The Truist Revolving Credit Facility is a $50.0 million secured revolving credit facility. Associated with the Truist Revolving Credit Facility are deferred financing costs, net of accumulated amortization, of $0.4 million at September 30, 2024.

Amounts borrowed under the Truist Revolving Credit Facility bear interest at either SOFR or a Base Rate plus an applicable margin and fees which step down based on a leverage ratio. In addition, a commitment fee of 0.30% per annum accrues on the unused revolver commitments under the Truist Revolving Credit Facility.

We had no balance under our $50.0 million Truist Revolving Credit Facility at September 30, 2024. With no letters of credit reserved against the facility, the full $50.0 million was available to draw upon as of September 30, 2024.

The Truist Revolving Credit Facility terminates on October 7, 2027, unless otherwise accelerated under the terms of the Truist Credit Agreement.

Notes Payable

We have issued certain notes payable in connection with the purchase of equipment previously leased under operating leases. On April 1, 2024, January 15, 2024, and February 1, 2023 we issued promissory notes in the amount of $6.3 million, $6.9 million and $19.8 million, respectively, to purchase previously leased equipment.

Debt Obligations
As of September 30, 2024 and December 31, 2023 our term loan debt and other obligations are as follows (in thousands):
September 30,
2024		December 31,
2023
Barclays Term Loans collateralized by RadNet's tangible and intangible assets$872,812 $678,687 
Discount on Barclays Term Loans(15,234)(9,041)
Truist Term Loan Agreement collateralized by NJIN's tangible and intangible assets136,875 144,375 
Discount on Truist Term Loan Agreement(792)(990)
Equipment notes payable at 3.6% to 7.2%, due through 2029, collateralized by medical equipment
25,989 17,011 
Total debt obligations1,019,650 830,042 
Less: current portion(23,378)(17,974)
Long term portion of debt obligations$996,272 $812,068