Subsequent Events

6 Months Ended

Jun. 30, 2025

Subsequent Events [Abstract]

Subsequent Events

SUBSEQUENT EVENTS:

On July 28, 2025 (the “Closing Date”), Core and certain subsidiaries of Core entered into (i) a Receivables Financing Agreement (the “Receivables Financing Agreement”), by and among Core Receivable Company, LLC (the “Borrower”), as borrower, Core Sales, LLC, as the initial servicer (the “Servicer”), PNC, as administrative agent and LC bank, PNC CM, as structuring agent, and the lenders from time to time party thereto; (ii) a Third Amended and Restated Sale and Contribution Agreement (the “Sale and Contribution Agreement”), by and among the Borrower, the Servicer and Arch; (iii) a Third Amended and Restated Purchase and Sale Agreement (the “Purchase and Sale Agreement”), by and among Arch, the Servicer and the originators party thereto; and (iv) a Fifth Amended and Restated Performance Guaranty (the “Performance Guaranty”), by Core in favor of PNC for the benefit of the secured parties under the Receivables Financing Agreement. Together, the Receivables Financing Agreement, Sale and Contribution Agreement, Purchase and Sale Agreement and Performance Guaranty establish the primary terms and conditions of the extended accounts receivable securitization program (the “Restated Securitization Facility”). The Restated Securitization Facility amends and restates the Legacy Arch Securitization Facility in its entirety. The Legacy CONSOL Securitization Facility was repaid in its entirety and terminated effective July 28, 2025. The Restated Securitization Facility includes originators from both the Legacy Arch and Legacy CONSOL Securitization Facilities.

The Receivables Financing Agreement supports the issuance of letters of credit and a borrowing capacity of $250 million, with a maturity date of July 27, 2028. Pursuant to the Purchase and Sale Agreement, the originators party thereto sell trade receivables to Arch. Pursuant to the Sale and Contribution Agreement, Arch sells and/or contributes trade receivables to the Borrower. The Borrower, in turn, pledges its interests in the receivables to PNC and/or Regions Bank, which either make loans or issue letters of credit on behalf of the Borrower.

Loans under the Receivables Financing Agreement accrue interest at a reserve-adjusted market index rate equal to the applicable term SOFR rate plus ten basis points. Loans and letters of credit under the Receivables Financing Agreement also accrue a drawn fee and a letter of credit participation fee, respectively, of 2.00% per annum. In connection with the Receivables Financing Agreement, the Borrower paid certain structuring fees to PNC CM and pays other customary fees to the lenders, including a fee on unused commitments equal to 0.60% per annum.

On August 5, 2025, Core announced a $0.10 per share dividend in an aggregate amount of approximately $5.1 million, payable on September 15, 2025 to all stockholders of record as of August 29, 2025.