Long-Term Debt

12 Months Ended

Dec. 31, 2020

Long-term debt consists of the following (in thousands):


	December 31,
	2020		2019
New Credit Facility - Term Loan	$	20,000	$	—
Prior Credit Facility	—		57,500
Total debt	20,000		57,500
Less: current maturities of long-term debt	—		—
Long-term debt	$	20,000	$	57,500

Credit Facility. On November 30, 2020 the Company entered into a $30 million credit facility with a related party and affiliate of Icahn Enterprises and Icahn Agency Services LLC, as administrative agent (the “New Administrative Agent”). The New Credit Facility matures on November 30, 2023. The New Credit Facility consists of a $10 million revolving loan facility and a $20 million term loan facility. At December 31, 2020, the Company had a $20.0 million term loan outstanding under the New Credit Facility and $10.0 million available to be drawn under the New Credit Facility.

The New Credit Facility replaced the Company’s Prior Credit Facility, dated February 10, 2017, as amended which was terminated effective November 30, 2020 and otherwise would have matured on April 1, 2021. The company used the $20.0 million term loan proceeds to repay the $12.0 million outstanding on the Prior Credit Facility on November 30, 2020.

There are no scheduled borrowing base redeterminations under the New Credit Facility. The outstanding borrowings under the New Credit Facility bear interest at a rate tied to a utilization ratio of (a) LIBOR plus an applicable margin that varies from 200 to 300 basis points or (b) the base rate plus an applicable margin that varies from 100 basis points to 200 basis points. During the year ended December 31, 2020, the weighted average interest rate paid for borrowings outstanding under both the outstanding Prior Credit Facility and the New Credit Facility was approximately 3.2%.

The Company has the right to prepay loans under the New Credit Facility at any time without a prepayment penalty, other than customary “breakage” costs with respect to LIBOR loans.

Furthermore, the New Credit Facility is secured by (i) first-priority mortgages on at least 95% of the PV-9 pricing of the of all proved reserves included in the most recently delivered reserve report of the Company, (ii) a first-priority perfected pledge of substantially all of the capital stock owned by each credit party and (iii) a first-priority security interest in the cash, cash equivalents, deposit, securities and other similar accounts, and a first-priority perfected security interest in substantially all other tangible and intangible assets of the credit parties (including but not limited to as-extracted collateral, accounts receivable, inventory, equipment, general intangibles, investment property, intellectual property, real property and the proceeds of the foregoing).

The New Credit Facility includes events of default and certain customary affirmative and negative covenants. The Company is required maintain certain financial covenants, commencing with the first full quarter ending after the effective date thereof to, maintain (i) a maximum consolidated total net leverage ratio, measured as of the end of any fiscal quarter, of no greater than 3.50 to 1.00 and (ii) a minimum consolidated interest coverage ratio, measured as of the end of any fiscal quarter, of no less than 2.25 to 1.00. As of December 31, 2020, the Company was in compliance with all applicable covenants and had a consolidated total net leverage ratio of (0.15) and consolidated interest coverage ratio of 26.71.

During the year ended December 31, 2020, the Company paid a related party, an affiliate of Icahn Enterprises, an immaterial amount of interest expense which is included on the Interest expense, net line item on the Consolidated Statement of Operations. The total outstanding balance of the New Credit facility is recorded in long-term debt on the consolidated balance sheet as of December 31, 2020.

The Prior Credit Facility was amended and restated on June 21, 2019 and had a borrowing base of $75.0 million when it was terminated. The interest rate on outstanding borrowings under the restated credit facility was determined by a pricing grid tied to borrowing base utilization of (a) LIBOR plus an applicable margin that varies from 2.00% to 3.00% per annum, or (b)

the base rate plus an applicable margin that varies from 1.00% to 2.00% per annum. Quarterly, the Company paid commitment fees assessed at annual rates of 0.50% on any available portion of the Prior Credit Facility.