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Debt and Finance Lease Liabilities
9 Months Ended
Oct. 31, 2020
Debt Disclosure [Abstract]  
Debt and Finance Lease Liabilities Debt and Finance Lease Liabilities
As of October 31, 2020 and January 31, 2020, the Company had the following outstanding debt and finance lease liabilities:
 
October 31, 2020January 31, 2020
Revolving credit facility$20,663 $— 
Term loan— 20,000 
Finance leases7,607 3,612 
Other debt2,146 808 
   Accrued interest and payments65 381 
Total debt and finance lease liabilities, before original issue discount30,481 24,801 
Less deferred financing costs and original issue discount(1,320)(937)
Debt and finance lease liabilities29,161 23,864 
Less - current portion of debt and finance lease liabilities(4,722)(2,324)
Long term debt and finance lease liabilities$24,439 $21,540 

Second Amended and Restated Loan and Security Agreement

On May 5, 2020 (the "Second SVB Effective Date"), the Company entered into a Second Amended and Restated Loan and Security Agreement (“the Second SVB Facility”) with Silicon Valley Bank. The Second SVB Facility modified the First Amended and Restated Loan and Security Agreement, dated February 28, 2019 (the "First SVB Facility"). The Second SVB Facility provides for a revolving credit facility with an initial borrowing capacity of $50,000. The borrowing capacity may be increased to $65,000 at the sole discretion of Silicon Valley Bank. Upon entering into the Second SVB Facility, the Company borrowed $20,663 against the revolving credit facility. The Company used the proceeds from its initial revolving credit borrowing to repay all amounts due under the First SVB Facility term loan, including the $20,000 outstanding principal amount plus a prepayment fee of $300 and an accrued final payment fee of $363.

Borrowings under the revolving credit facility are payable five years from the Effective Date, which is May 5, 2025 (the "Maturity Date"). Borrowings under the revolving credit facility bear interest, which is payable monthly, at a floating rate equal to the greater of the Wall Street Journal Prime Rate or 4.5%, until such time that adjusted EBITDA as defined in the Second SVB Facility (SVB Facility Adjusted EBITDA) reaches a defined level, after which time the interest rate is reduced to the greater of prime less 0.5%, or 4.0%. For the three months ended October 31, 2020, the interest rate on the Second SVB Facility was 4.5%. In addition to principal and interest due under the revolving credit facility, the Company is required to pay an annual commitment fee of $125 per year. The first facility fee payment of $125 was paid during the three months ended July 31, 2020. The Company has $29,337 of availability as of October 31, 2020.

In the event that the Company terminates the Second SVB Facility prior to the Maturity Date, the Company will be required to pay a termination fee equal to (i) $187, reduced by $6 for each calendar month that has elapsed after April 30, 2020, plus (ii) a percent of the total borrowing capacity equal to 1.5% if terminated before the second anniversary of the Second SVB Effective Date, 0.75% if terminated on or after the second and before the third anniversary of the Second SVB Effective Date funding, or 0.5% if terminated on or after the third and before the fourth anniversary of the Second SVB Effective Date. The Company will not be required to pay a termination fee if terminated after the fourth anniversary of the Second SVB Effective Date.
The Company’s obligations under the Second SVB Facility are secured by a first priority security interest in substantially all of its assets, other than intellectual property. The Second SVB Facility includes a financial covenant that requires the Company to achieve specified levels of SVB Facility Adjusted EBITDA. The financial covenant will not be effective if the Company maintains certain levels of liquidity as defined. The Company was in compliance with all covenants related to the Second SVB Facility as of October 31, 2020.

The Second SVB Facility contains events of default, including, without limitation, events of default upon: (i) failure to make payment pursuant to the terms of the agreement; (ii) violation of covenants; (iii) material adverse changes to the Company’s business; (iv) attachment or levy on the Company’s assets or judicial restraint on its business; (v) insolvency; (vi) significant judgments, orders or decrees for payments by the Company not covered by insurance; (vii) incorrectness of representations and warranties; (viii) incurrence of subordinated debt;
(ix) revocation of governmental approvals necessary for the Company to conduct its business; and (x) failure by the Company to maintain a valid and perfected lien on the collateral securing the borrowing.

During the three months ended July 31, 2020, the Company accounted for the settlement of the First SVB Facility term loan and the borrowings under the Second SVB Facility as a modification of the First SVB Facility term loan, because the cash flows under the Second SVB Facility were not substantially different than the cash flows under the First SVB Facility term loan. The Company incurred $531 of fees in connection with the Second SVB Facility, including $406 of fees to terminate the First SVB Facility and $125 of fees to enter into the Second SVB Facility. As the Second SVB Facility was accounted for as a modification, the Company recorded these fees as an additional discount on debt. The Company recorded third party costs as additional discount on debt because the unused borrowing capacity on the revolving credit facility contained in the Second SVB Facility was greater than the borrowing capacity on the revolving credit facility in the First SVB Facility. The Company is continuing to amortize the existing and newly recorded discount on debt using the effective interest method.

First Amended and Restated Loan and Security Agreement
On February 28, 2019 (the Effective Date), the Company entered into a First Amended and Restated Loan and Security Agreement (the "First SVB Facility") that provided for a $20,000 term loan (the "2019 Term Loan"). Interest on the term loan was payable monthly, at a floating rate equal to the bank’s prime rate plus 1.50%, subject to reduction based on achievement of defined EBITDA levels. The Company recorded $257 of interest expense for a final payment during the three months ended October 31, 2019. In connection with the First SVB Facility, the Company issued warrants to the lenders to purchase an aggregate of 150,274 shares of common stock at an exercise price of $8.02 per share. The 75,137 common stock warrants that remain outstanding as of October 31, 2020 expire in February 2029. Borrowings under the prior term loan and loans payable were repaid in full with the proceeds from the First SVB Facility.
The First SVB Facility also contained a revolving credit facility with $25,000 of available borrowings. As of January 31, 2020 and as of the date of the Second SVB Facility, the Company had no borrowings outstanding under the revolving credit facility. The Company paid $100 of facility fees during the three months ended October 31, 2020 and 2019, respectively.
Upon entering into the First SVB Facility, during the nine months ended October 31, 2019, the Company recorded a $1,073 loss on extinguishment of debt within other income (expense) for the settlement of the previously outstanding loans payable.
Finance Leases

See Note 11 - Leases for more information regarding finance leases.

Other Debt (Financing Agreements)

On July 21, 2020, the Company entered into an insurance premium financing agreement with IPFS of New York LLC in order to finance its premium payments for Directors' and Officers' insurance. As of October 31, 2020, the outstanding principal amount under the agreement is $1,341. The agreement bears interest of 2.6% per annum. Principal and interest are due in two equal installments of $677, payable in December 2020 and March 2021. The total interest remaining to be paid under the arrangement is $13.

On April 10, 2020, the Company entered into a vendor financing agreement with a principal amount of $174 to finance the acquisition of certain internal use software licenses. As of October 31, 2020, the outstanding principal balance of the financing agreement is $132. Interest accrues at an annual rate of 2.94%. The Company is required to make equal annual payments of $46 on May 31, 2021, May 31, 2022 and May 31, 2023.

On November 2, 2018, the Company entered into a vendor financing agreement with a principal amount of $1,256 to finance the acquisition of certain internal use software licenses. As of October 31, 2020, the outstanding principal balance of the financing agreement is $673. Interest accrues at an annual rate of 9.83%. The Company is required to pay four equal payments of $183 in November 2020, May 2021, November 2021 and June 2022.
Maturities of debt, including finance leases, in each of the next five years and thereafter are as follows:

 TotalDebtFinance Leases
Fiscal 2021 (remaining three months)$1,509 $845 $664 
Fiscal year ending January 31:
20224,050 1,077 2,973 
20232,442 184 2,258 
20241,290 40 1,250 
202521,190 20,728 462 
Total long-term debt and finance lease maturities$30,481 $22,874 $7,607 

During the three and nine months ended October 31, 2020, the Company recorded net interest expense of $467 and $1,206, respectively, including amortization of original issue discount and deferred financing costs of $74 and $318, respectively. For the three months ended October 31, 2020, net interest expense included interest expense of $471, net of interest income of $5. For the nine months ended October 31, 2020, net interest expense included interest expense of $1,305, net of interest income of $99. During the three and nine months ended October 31, 2019, the Company recorded net interest expense of $219 and $1,769, respectively, including amortization of original issue discount and deferred financing costs of $147 and $412, respectively For the three months ended October 31, 2019, net interest expense included interest expense of $557, net of interest income of $338. For the nine months ended October 31, 2019, net interest expense included interest expense of $2,142, net of interest income of $373.