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Debt | 3 Months Ended
--- | ---
Mar. 31, 2021
Debt Disclosure [Abstract] |
Debt | 12. DEBT Debt consisted of the following:
|  | March 31, |  |  | December 31, |
|  | 2021 |  |  | 2020 |
Term loan facility |  | $ | 173,359 |  |  | $ | 173,906 |
Capital leases |  |  | 3,348 |  |  |  | 3,088 |
Equipment line of credit |  |  | 2,803 |  |  |  | 3,018 |
Less deferred debt issuance costs |  |  | (3,871 | ) |  |  | (4,108 | )
Total debt |  |  | 175,639 |  |  |  | 175,904 |
Less current portion of long-term debt |  |  | (6,214 | ) |  |  | (5,583 | )
Long-term debt, less current portion |  | $ | 169,425 |  |  | $ | 170,321 |
Deferred Financing Costs—Costs relating to debt issuance have been deferred and are presented as discounted against the underlying debt instrument. These costs are amortized to interest expense over the terms of the underlying debt instruments. Revolving Line of Credit and Term Loan Facility—On April 13, 2020, the Company entered into a Unitranche Credit Agreement (the “2020 Credit Facility”) providing for a new $225.0 million credit facility comprised of a $175.0 million term loan and a $50.0 million revolving credit facility and repaid all amounts outstanding under the prior senior secured credit facility. T he 2020 Credit Facility matures in April 2025. Up until October 6, 2020, the term loan and the revolver bore interest at LIBOR plus 5.0% with a 1.0% LIBOR floor or the base rate plus 4.0% and LIBOR plus 3.5% or the base rate plus 2.5%, respectively. Effective October 6, 2020, the Company amended the 2020 Credit Facility to provide for a reduction on the applicable interest rate on the term loan from LIBOR plus 5.0% with a 1.0% LIBOR floor to LIBOR plus 4.5% with a 1.0% LIBOR floor. The revolver interest rate remained unchanged. The revolver is also subject to an unused commitment fee of 0.35%. The Term Loan has quarterly repayments that started on September 30, 2020 of $0.5 million, increasing to $1.1 million on September 30, 2021 and further increasing to $1.6 million on September 30, 2022, with the remaining outstanding principal amount due on the maturity date. The Company has the option to borrow incremental term loans up to an aggregate principal amount of $100.0 million subject to satisfaction of certain conditions, including the borrower’s pro forma compliance with the financial covenants under the 2020 Credit Facility. Immediately after giving effect to the incurrence of any such incremental term loans, the lenders must collectively hold at least 70.0% of all pari passu debt of all lenders under the credit facility. The existing lenders are not obligated to participate in any incremental term loan facility. The 2020 Credit Facility includes a number of covenants imposing certain restrictions on the Company’s business, including, among other things, restrictions on the Company’s ability to incur indebtedness, prepay or amend other indebtedness, create liens, make certain fundamental changes including mergers or dissolutions, pay dividends and make other payments in respect of capital stock, make certain investments, sell assets, change the Company’s lines of business, enter into transactions with affiliates and other corporate actions. The 2020 Credit Facility also contains financial covenants requiring the Company to remain below a maximum consolidated total leverage ratio of 4.25 times, which steps down to 4.00 times beginning December 31, 2021 and then to 3.75 times beginning December 31, 2022, and a minimum consolidated fixed charge coverage ratio of 1.25 times. The 2020 Credit Facility contains mandatory prepayment features upon a number of events, including with the proceeds of certain asset sales, proceeds from the issuance of any debt and proceeds of the capital contribution amounts contributed to cure a financial covenant default. The 2020 Credit Facility also includes mandatory prepayments of 50.0% of excess cash flow minus voluntary prepayments of the term loan and, solely to the extent accompanied by a permanent reduction in the revolving commitment, the revolver, if the Company’s consolidated total leverage ratio for the year ending December 31, 2020 is greater than or equal to 3.25 times and, for any year thereafter, the amount of any such mandatory prepayment shall be reduced to 25.0% of excess cash flow if the leverage ratio is less than 3.00 times. As of March 31, 2021 and December 31, 2020, the Company’s consolidated total leverage ratio (as defined in the credit agreement) was 3.1 times and 2.7 times, respectively. The weighted average interest rate on the 2020 Credit Facility as of March 31, 2021 was 5.5%. The 2020 Credit Facility contains a number of customary events of default related to, among other things, the non-payment of principal, interest or fees, violations of covenants, inaccuracy of representations or warranties, certain bankruptcy events, default in payment under or the acceleration of other indebtedness and certain change of control events. In the event of a default, subject to varying cure periods and rights for certain events of default, the required lenders may, at their option, declare the commitments to fund the credit facility to be terminated. The Company’s obligations under the 2020 Credit Facility are guaranteed by certain of the Company’s existing and future direct and indirect subsidiaries, and such obligations are secured by substantially all of the Company’s assets, including the capital stock or other equity interests in those subsidiaries. Prior Senior Secured Credit Facility—The Company’s Prior Senior Secured Credit Facility (the “Prior Senior Credit Facility”), which was paid in full in April 2020 via proceeds from the issuance of the 2020 Credit Facility, consisted of a $50.0 million term loan and a $130.0 million revolving credit facility. Borrowings under the Prior Senior Credit Facility bore interest at either (i) LIBOR plus the applicable margin or (ii) a base rate (equal to the highest of (a) the federal funds rate plus 0.5%, (b) Lender A’s prime rate and (c) Eurodollar Rate, which is based on LIBOR, (using a one-month period plus 1.0%), plus the applicable margin, as the Company elects. The applicable margin means a percentage per annum determined in accordance with the following table:
Pricing Tier |  | Consolidated Leverage Ratio |  | Commitment Fee |  |  | Eurodollar Rate Loans and LIBOR Letter of Credit Fee |  |  | Daily Floating Rate Loans |  |  | Rate Loans |
1 |  | > 3.75 to 1.0 |  |  | 0.50 | % |  |  | 4.00 | % |  |  | 4.00 | % |  |  | 3.00 | %
2 |  | ≤ 3.75 to 1.0 but > 3.00 to 1.0 |  |  | 0.50 |  |  |  | 3.50 |  |  |  | 3.50 |  |  |  | 2.50 |
3 |  | ≤ 3.00 to 1.0 but > 2.25 to 1.0 |  |  | 0.40 |  |  |  | 3.00 |  |  |  | 3.00 |  |  |  | 2.00 |
4 |  | < 2.25 to 1.0 |  |  | 0.30 |  |  |  | 2.50 |  |  |  | 2.50 |  |  |  | 1.50 |
Equipment Line of Credit—On March 12, 2019, the Company increased its equipment line of credit facility for the purchase of equipment and related freight, installation costs and taxes paid for an additional amount not to exceed $2.0 million. On May 16, 2019, the Company entered into a Canadian equipment line of credit facility for an amount not to exceed $1.0 million Canadian dollars. Interest on the line of credit is determined based on a three-year swap rate at the time of funding. Capital Lease Obligations—The assets and liabilities under capital lease agreements are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are being amortized over the shorter of their related lease terms or their estimated useful lives ranging from three to seven years. The gross amount of assets under capital leases as of March 31, 2021 and December 31, 2020 was $6.2 million and $6.1 million, respectively. The amortization of assets under capital leases was $0.6 million and $0.2 million for the three months ended March 31, 2021 and March 31, 2020, respectively, and was included in depreciation and amortization on the unaudited condensed consolidated statements of operations. All capital leases (including those purchased through the Company’s equipment line of credit) mature by 2025 as follows:
March 31, |  | Payments |  |  | Interest |  |  | Principal |
2022 |  | $ | 2,727 |  |  | $ | 341 |  |  | $ | 2,386 |
2023 |  |  | 2,203 |  |  |  | 227 |  |  |  | 1,976 |
2024 |  |  | 1,403 |  |  |  | 98 |  |  |  | 1,305 |
2025 |  |  | 507 |  |  |  | 23 |  |  |  | 484 |
Total |  | $ | 6,840 |  |  | $ | 689 |  |  | $ | 6,151 |
The following is a schedule of the aggregate annual maturities of long-term debt presented on the unaudited condensed consolidated statement of financial position, based on the terms of the 2020 Credit Facility, capital lease obligations and equipment line of credit:
March 31, |  |  |  |
2022 |  | $ | 6,214 |
2023 |  |  | 7,992 |
2024 |  |  | 7,868 |
2025 |  |  | 7,047 |
2026 |  |  | 150,389 |
Total |  | $ | 179,510 |

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
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