Subsequent Events

6 Months Ended

Jun. 30, 2020

Subsequent Events [Abstract]

Subsequent Event

17. Subsequent Event

Senior Secured First Lien Notes

In an effort to proactively address potential liquidity constraints, on August 4, 2020 we executed a binding commitment letter for $500 million in senior secured first lien notes, with a stated interest rate of 8.75% (“New Senior Secured Notes”) that would mature in September 2024. The commitment letter, which was originally scheduled to expire on August 14, 2020, has been extended to August 21, 2020.

The extension of the binding commitment letter allows additional time for the conditions specified in the binding commitment letter to be satisfied or waived and the notes to be issued, which will improve our liquidity. The purchasers’ obligations to purchase the New Senior Secured Notes under the commitment letter are subject to certain conditions precedent, including, among others, (a) execution and delivery of all documentation related to the New Senior Secured Notes (subject to post-closing periods to be agreed for certain security matters), (b) execution and delivery of an amendment to the LC Credit Agreement in form and substance satisfactory to the purchasers, which, among other things, shall permit the issuance of the New Senior Secured Notes on the terms contemplated in the commitment letter, (c) execution and delivery of an intercreditor agreement between the trustee for the New Senior Secured Notes and the agent under the LC Credit Agreement, in form and substance reasonably satisfactory to the purchasers, and (d) execution and delivery of a customary notes purchase agreement in form and substance reasonably satisfactory to the purchasers.

There can be no assurance that the conditions precedent to consummating the financing transaction, many of which are beyond our control, will be fully satisfied or waived before the binding commitment letter expires on August 21, 2020. If the conditions precedent cannot be satisfied and are not waived by such date, there are no assurances that the purchasers will further extend such expiration date. Additionally, under such circumstances, there can be no assurance that we would be able to obtain alternative financing to the transactions contemplated by the binding commitment letter. To the extent we are not able to obtain alternative financing to replace the ABL Credit Agreement, any event of default under the ABL Credit Agreement could result in the obligations under the ABL Credit Agreement, the LC Credit Agreement and the Exit Notes being accelerated, which could have a material adverse effect on our business, financial condition and results of operations.