Debt

12 Months Ended

Dec. 31, 2020

The Company’s outstanding debt consisted of the following:


(in thousands)	As of December 31,
	2020		2019
Short-term financing:
Revolving credit facility	$	130,000	$	39,527


Long-term debt:
Unsecured senior notes	$	—	$	55,000
Finance leases and other debt	1,091		1,087
Unamortized debt issuance costs *	—		(235)
Total long-term debt and finance leases	1,091		55,852
Less: Current maturities of long-term debt and finance leases	310		195
Long-term debt	$	781	$	55,657

* Unamortized financing costs and deferred fees on the Revolving Credit Facility are not presented in the above table as they are classified in Prepaid expenses and other current assets on the Consolidated Balance Sheets. Unamortized debt issuance costs, including gross waiver fees (primarily paid to the lenders), were $1.1 million and $0.3 million at December 31, 2020 and 2019, respectively.

The Company paid $4.2 million and $6.9 million in cash for interest in 2020 and 2019, respectively.

Credit Agreement and Shareholders’ Loan Agreement

On April 2, 2020, the Company closed on its new senior secured revolving credit facility pursuant to the Credit Agreement with Standard Chartered. The Credit Agreement allows the Company to borrow up to $130.0 million and matures on March 26, 2021 with an optional 60-day extension subject to certain conditions and payment of a 0.25% extension fee. Borrowings under the Credit Agreement shall bear interest at either the alternate base rate or LIBOR plus 2.00%, and the Company is required to pay a 0.25% commitment fee on the average daily unused portion of the revolving credit facility under the Credit Agreement. The Credit Agreement is secured by substantially all of the Company’s assets and includes certain financial covenants as well as a change of control provision. On April 2, 2020, the Company borrowed $95.0 million under the Credit Agreement and utilized the funds to (i) repay the outstanding balance of $16.8 million under the Wells Fargo Credit Agreement, (ii) fully redeem and discharge $55.0 million in aggregate principal amount of the Unsecured Senior Notes and pay related interest and (iii) for general corporate purposes. The Credit Agreement was terminated in connection with the repayment of the outstanding balance. The Company recognized a loss on the extinguishment of the Wells Fargo Credit Agreement and the Unsecured Senior Notes of $0.5 million related to unamortized debt issuance costs and deferred additional debt issuance costs related to the closing of the Credit Agreement of $2.0 million.

As discussed above, the Credit Agreement includes financial covenants which were effective for the Company beginning with the six months ended June 30, 2020. The financial covenants include an interest coverage ratio and a minimum EBITDA threshold as further defined in the Credit Agreement. For the six months ended June 30, 2020 and the nine months ended September 30, 2020, the Company did not meet the defined minimum EBITDA requirement. A breach of the financial covenants under the Credit Agreement constitutes an event of default and, if not cured or waived, could result in the obligations under the Credit Agreement being accelerated. On December 28, 2020, the Company entered into the Amendment, which waived the financial covenant defaults noted herein and, among other things, removed the 60-day extension option, amended the calculation of the interest coverage ratio and minimum EBITDA and adjusted the interest coverage ratio and minimum EBITDA levels. The $130.0 million aggregate commitment amount of the Credit Agreement, maturity date of March 26, 2021, and applicable interest rate of the Credit Agreement remained unchanged. At December 31, 2020, the Company was in compliance with the revised covenants.

In connection with the Amendment, the Company also entered into the Shareholder’s Loan Agreement between the Company and Weichai. Pursuant to the Shareholder’s Loan Agreement, Weichai has established an unsecured and uncommitted loan facility in favor of the Company in a maximum principal amount of $100.0 million. The Shareholder’s Loan Agreement matures on April 20, 2021. Loans may be made to the Company pursuant to the Shareholder’s Loan Agreement at Weichai’s sole discretion. The proceeds of any loans made under the Shareholder’s Loan Agreement shall be used to repay existing obligations under the Credit Agreement. Any potential borrowings under the Shareholder’s Loan Agreement would bear interest at an annual rate equal to LIBOR plus 3.50% per annum.

On March 26, 2021, the Company entered into the Amended and Restated Uncommitted Revolving Credit Agreement with Standard Chartered to amend and restate the Credit Agreement. The Amended and Restated Uncommitted Revolving Credit Agreement continues to allow the Company to up to $130.0 million (all of which has been fully borrowed as December 31,

2020), is uncommitted, and matures on March 25, 2022. Borrowings under the Amended and Restated Uncommitted Revolving Credit Agreement shall bear interest at either the alternate base rate or LIBOR plus 2.70%. In addition, the Company paid fees of $1.9 million related to the Amended and Restated Uncommitted Revolving Credit Agreement, which will be deferred and amortized over the term of the Amended and Restated Uncommitted Revolving Credit Agreement. The Amended and Restated Uncommitted Revolving Credit Agreement continues to be secured by substantially all of the Company’s assets and includes financial covenants related to the Company’s financial performance for the second, third, and fourth quarters of 2021. There are no financial covenants applicable to the first quarter of 2021. The Amended and Restated Uncommitted Revolving Credit Agreement gives Standard Chartered the right to demand payment of any and all of the outstanding borrowings and other amounts owed under the Amended and Restated Uncommitted Revolving Credit Agreement at any point in time prior to the maturity date at Standard Chartered’s discretion. Furthermore, the Amended and Restated Uncommitted Revolving Credit Agreement grants Standard Chartered a POA to submit a borrowing request to Weichai under the amended Shareholder’s Loan Agreement (see discussion below) if the Company does not submit a borrowing request to Weichai within five business days of receiving a request from Standard Chartered to submit said borrowing request.

In connection with the Amended and Restated Uncommitted Revolving Credit Agreement, the Company entered into the First Amended and Restated Shareholder’s Loan Agreement with Weichai. The First Amended and Restated Shareholder’s Loan Agreement provides the Company with a $130.0 million secured subordinated loan facility that expires on April 25, 2022. Under the First Amended and Restated Shareholder’s Loan Agreement, Weichai is obligated to advance funds solely for purposes of repaying outstanding borrowings under the Amended and Restated Uncommitted Revolving Credit Agreement if the Company is unable to repay such borrowings. Any potential borrowings under the First Amended and Restated Shareholder’s Loan Agreement would bear interest at LIBOR plus 4.50% per annum.

See Note 1. Summary of Significant Accounting Policies and Other Information for further discussion of the Company’s going concern considerations.

The below schedule of remaining maturities of long-term debt excludes finance leases (refer to Note 7. Leases).


(in thousands)
Year Ending December 31,	Maturities of Long-Term Debt
2021	$	125
2022	125
2023	117
2024	117
2025	30
Total	$	514