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Long-Term Debt, Net
3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Long-Term Debt, Net

6.LONG-TERM DEBT, NET

Long-term debt consisted of the following:

 

 

 

March 31, 2022

 

 

December 31, 2021

 

Net term note to bank due September 7, 2025

 

$

28,720

 

 

$

29,155

 

Total long-term debt, net (including current portion)

 

 

28,720

 

 

 

29,155

 

Less: Current portion

 

 

(1,775

)

 

 

(1,775

)

Total long-term debt, net

 

$

26,945

 

 

$

27,380

 

 

 

On December 7, 2017, we entered into a senior secured term credit agreement (as amended from time to time, the “Term Credit Agreement”), pursuant to which JPMorgan Chase Bank, N.A., Bank of America, N.A. and Kirkpatrick Bank made certain term loans to us (the “Term Loans”). Our obligations under the Term Loans were secured by a mortgage and first priority security interest in our corporate headquarters property. The Term Loans were due to mature on September 7, 2025 and bore interest, at our option, at either (a) a prime rate plus 1.0% or (b) an adjusted LIBOR rate for the interest period in effect for such Term Loan plus 1.5%. As of March 31, 2022, our long-term indebtedness consisted solely of the Term Loans made under the Term Credit Agreement. Unamortized debt issuance costs of $0.1 million as of both March 31, 2022 and December 31, 2021, are presented as a direct deduction from the carrying amount of the debt liability.

Under the Term Credit Agreement, we were subject to two material financial covenants, which required us to maintain a fixed charge coverage ratio of not less than 1.25 to 1.0 and a funded indebtedness to EBITDA ratio of not greater than 2.0 to 1.0. As of March 31, 2022, we were in compliance with these covenants. As discussed below, the Term Loans were repaid in full on May 4, 2022 and the Term Credit Agreement was terminated. 

On February 12, 2018, we entered into a senior secured revolving credit agreement (the “2018 Revolving Credit Agreement”) with JPMorgan Chase Bank, N.A. and Bank of America, N.A. that provided for a senior secured revolving credit facility (the “2018 Facility”) in the aggregate principal amount of $50.0 million (the “2018 Revolving Commitment”), which could have been increased to up to $100.0 million, subject to obtaining additional lender commitments and certain approvals and satisfying certain other

conditions. The 2018 Facility included a $5.0 million sublimit for swingline loans and a $2.5 million sublimit for letters of credit. The 2018 Facility was scheduled to mature on February 12, 2020. On April 15, 2019, we entered into the First Amendment to Revolving Credit Agreement, pursuant to which (i) Wells Fargo Bank, N.A., was added as a lender, (ii) the 2018 Revolving Commitment was increased to $75.0 million, which could have been further increased to $125.0 million subject to obtaining additional lender commitments and certain approvals and satisfying other conditions, and (iii) the scheduled maturity date of the 2018 Facility was extended to April 15, 2022.

Borrowings under the 2018 Facility would generally have borne interest at a prime rate plus 1.0% or, at our option, an adjusted LIBOR rate for the interest period in effect for such borrowing plus 1.5%. The proceeds of the loans and letters of credit under the 2018 Facility would have to have been used only for our general business purposes and working capital. Letters of credit were to be issued only to support our business operations. As of March 31, 2022, we did not have any borrowings outstanding under the 2018 Facility.

Under the 2018 Revolving Credit Agreement, we were required to maintain a fixed charge coverage ratio of not less than 1.25 to 1.0 and a funded indebtedness to EBITDA ratio of not greater than 2.0 to 1.0. Additionally, the 2018 Revolving Credit Agreement contained customary affirmative and negative covenants, including covenants limiting our ability to, among other things, grant liens, incur debt, effect certain mergers, make certain investments, dispose of assets, enter into certain transactions, including swap agreements and sale and leaseback transactions, pay dividends or distributions on our capital stock, and enter into transactions with affiliates, in each case subject to customary exceptions for a facility of the size and type of the 2018 Facility. As of March 31, 2022, we were in compliance with all covenants related to the 2018 Revolving Credit Agreement.

Pursuant to its terms, the 2018 Facility matured on April 15, 2022. On May 4, 2022, we entered into the 2022 Revolving Credit Agreement (as defined in Note 15) and borrowed $29.0 million under the 2022 Facility (as defined in Note 15) to repay the Term Loans along with accrued interest, expenses and fees. In connection with the repayment of the Term Loans, the Term Credit Agreement was terminated on May 4, 2022. See Note 15 for additional information regarding the 2022 Revolving Credit Agreement and 2022 Facility.

As of March 31, 2022 and December 31, 2021, the carrying value of our total long-term debt approximated its fair value as of such date. The fair value of our long-term debt is estimated based on the borrowing rates currently available to us for bank loans with similar terms and maturities.