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Long-term Debt
12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Long-term Debt

11. LONG‑TERM DEBT

Long‑term debt consists of the following:

 

 

 

December 31,

 

 

December 31,

 

(In thousands)

 

2022

 

 

2021

 

2026 Term Loans, due March 12, 2026

 

$

293,270

 

 

$

295,804

 

Less: current portion

 

 

(3,000

)

 

 

(3,000

)

Long-term debt

 

$

290,270

 

 

$

292,804

 

In March 2021, the Company amended and refinanced its existing term loan, previously referred to as the 2023 Term Loans, in order to, among other things, provide for a new class of replacement term loans equal to $300.0 million; extend the due date of the loan from March 26, 2023 to March 12, 2026; amend the interest payable from LIBOR plus 2.25% with no LIBOR floor to LIBOR plus 2.50% with a LIBOR floor of 0.5%; and increase covenant flexibility (such refinancing, the “Term Loan Refinancing” and the 2023 Term Loans as so amended and refinanced the “2026 Term Loans”). The 2026 Term Loans were also amended to include customary ARRC hardwired benchmark replacement language.

The 2026 Term Loans have an incremental facility capacity in an amount of $175.0 million, plus additional potential amounts, provided that the Company meets certain conditions, including a specified leverage ratio. The 2026 Term Loans include a number of restrictive covenants that, among other things and subject to certain exceptions and baskets, impose operating and financial restrictions on the Company and certain of its subsidiaries. The 2026 Term Loans also contain customary affirmative covenants and events of default. The Company was in compliance with its debt covenants at December 31, 2022.

The Term Loan Refinancing involved multiple lenders who were considered members of a loan syndicate. In determining whether the Term Loan Refinancing was to be accounted for as a debt extinguishment or a debt modification, the Company considered whether creditors remained the same or changed and whether the changes in debt terms were substantial. A change in the debt terms was considered to be substantial if the present value of the remaining cash flows under the new terms of the 2026 Term Loans was at least 10% different from the present value of the remaining cash flows under the 2023 Term Loans (commonly referred to as the “10% Test”). The Company performed a separate 10% Test for each individual creditor participating in the loan syndication. With the exception of three lenders, who owned between 2%-7% of the total outstanding principal amount of the 2023 Term Loans immediately prior to the Term Loan Refinancing whose holding amounts were accounted for as a debt extinguishment, the Term Loan Refinancing was otherwise accounted for as a debt modification.

The Term Loan Refinancing resulted in a $2.1 million charge in the year ended December 31, 2021, which was included in “Interest expense” in the accompanying consolidated statement of operations and comprehensive loss.

Scheduled maturities with respect to the 2026 Term Loans are as follows (in thousands):

 

Year Ending December 31:

 

 

 

 

2023

 

$

3,000

 

2024

 

 

3,000

 

2025

 

 

3,000

 

2026

 

 

285,750

 

Total

 

$

294,750

 

 

The Company is subject to mandatory prepayments of principal if certain excess cash flow thresholds, as defined in the 2026 Term Loans, are met. To date, the Company has not been required to make any such mandatory prepayments.

 

At December 31, 2022, the Company’s balance of unamortized deferred financing costs and unamortized original issue discount costs were $0.5 million and $1.0 million, respectively. These costs are being amortized to interest expense over the estimated repayment period of the 2026 Term Loans using the effective interest method. During each of the years ended December 31, 2022, 2021 and 2020, the Company had amortization expense of $0.5 million, $0.5 million and $0.7 million, respectively, related to deferred financing costs and original issue discount.