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Debt, Net
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Debt, Net Debt, Net
Second Amendment to the Second Amended and Restated Credit Agreement (“Second A&R Agreement”)
On July 1, 2023, the Company entered into the Second Amendment to the Second A&R Agreement, by and between the Company, Sprott Private Resource Lending II (Collector), LP (the “Lender”), Sprott Resource Lending Corp. (“Arranger” and together with the Lender, the “Sprott Parties”), and certain subsidiaries of the Company as guarantors. The Second Amendment to the Second A&R Agreement amends the Second A&R Agreement dated March 30, 2022, which in turn amended the Amended and Restated Credit Agreement, dated as of May 29, 2020 (as amended, restated, supplemented or otherwise modified from time to time, the “Sprott Credit Agreement”).
The Second Amendment to the Second A&R Agreement: (i) corrects a cross-reference error; and (ii) implements a replacement of LIBOR with three-month Secured Overnight Financing Rate (“SOFR”) effective July 1, 2023.
Voluntary partial prepayment
On January 5, 2024, the Company voluntarily pre-paid $34.7 million of the first lien loan, along with $3.3 million for the additional interest balance, totaling $38.0 million with a remaining outstanding balance of $15.0 million. As a result of this payment, the applicable margin was reduced by 100 basis points through the final payment.
Debt covenants
The Company’s debt agreements contain representations and warranties, events of default, restrictions and limitations, reporting requirements, and covenants that are customary for agreements of these types.
As of September 30, 2024, the Company was in compliance with all financial covenants under its debt agreements.
Debt balances
The following table summarizes the components of Debt, net (in thousands):
September 30,
2024
December 31,
2023
Debt, net, current:
Sprott Credit Agreement$— $2,200 
Notes payable79 130 
Total$79 $2,330 
Debt, net, non-current:
Sprott Credit Agreement, net of original issue discount of $2,068 as of September 30, 2024, and $10,500 as of December 31, 2023, net of amortization
$12,932 $42,530 
Subordinated Notes109,454 101,639 
Notes payable29 76 
Less, debt issuance costs(389)(1,628)
Total$122,026 $142,617 
The following table summarizes the Company’s contractual payments of Debt, net, including current maturities, for the five years subsequent to September 30, 2024 (in thousands):
October 1, 2024 through December 31, 2024$33 
202554 
202622 
2027124,453 
2028— 
Sub-total124,562 
Less, original issue discount of $18,262, net of accumulated amortization
(2,068)
Less, debt issuance costs of $4,498, net of accumulated amortization
(389)
Total debt, net$122,105 
Interest expense
The following table summarizes the components of recorded Interest expense (in thousands):
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024202320242023
Sprott Credit Agreement(1)
$439$1,600 $1,380$4,620 
Subordinated Notes(2)
2,6692,418 7,8147,085 
Amortization of original issue discount(3)
149562 4481,665 
Amortization of debt issuance costs(3)
34117 114346 
Other interest expense113
Accelerated amortization of original issue discount and issuance costs(4)
— — 6,871 — 
Total$3,292 $4,698 $16,630 $13,721 
(1)The Sprott Credit Agreement bears interest monthly at a floating rate of SOFR plus 6.0% and the current effective interest rate is 18.1% including amortization.
(2)The Subordinated Notes bear interest at 10.0% per annum (non-cash), payable in-kind on a quarterly basis.
(3)The effective interest rate for the amortization of the discount and issuance costs, as of September 30, 2024, was 1.6%.
(4)January 5, 2024, the Company voluntarily pre-paid $34.7 million of the first lien loan, along with $3.3 million for the additional interest balance, totaling $38.0 million, and the Company charged Interest expense $6.9 million for accelerated amortization of original issue discount and issuance costs associated with the prepayment.