DEBT AGREEMENTS AND LETTERS OF CREDIT

12 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

DEBT AGREEMENTS AND LETTERS OF CREDIT

DEBT AGREEMENTS AND LETTERS OF CREDIT:

The Company’s long-term debt consists of the following:

	June 30, 2022		June 30, 2021
2021 Credit Facility	$	—	$	49,100
Less: Unamortized debt issuance costs	—		—
Total long-term debt (including current portion)	—		49,100
Less: Current portion	—		—
Total long-term debt, net	$	—	$	49,100

2021 Credit Agreement

On June 11, 2021, Paycor, Inc. entered into a new credit agreement (the “2021 Credit Agreement”) with PNC Bank, National Association (“PNC”), Fifth Third, National Association, and other lenders, providing a $100,000 senior secured revolving credit facility (the “2021 Credit Facility”). The 2021 Credit Facility includes an “accordion feature” that allows the Company, under certain circumstances, to increase the size of the 2021 Credit Facility by an additional principal amount of up to $300,000, with a resulting maximum principal amount of $400,000, subject to the participating lenders electing to increase their commitments or new lenders being added to the 2021 Credit Agreement.

On September 3, 2021, the Company entered into an amendment (the “2021 Amendment”) to the 2021 Credit Agreement which increased the size of the 2021 Credit Facility from $100,000 to $200,000. No other significant terms of the 2021 Credit Agreement were changed in connection with the 2021 Amendment.

Borrowings under the 2021 Credit Facility, if any, have variable interest rates. The variable interest rates equal, at the Company’s option, either, (i) in the case of ABR borrowings, the highest of (a) the PNC prime rate, (b) the Federal Funds Rate plus 0.50%, and (c) the adjusted London interbank offered rate (“LIBOR”) with a maturity of one month, plus 1.00% (“ABR”) or (ii) in the case of LIBOR borrowings, the LIBOR rate, plus, in each case, an applicable margin of (A) prior to the IPO, (i) in the case of ABR borrowings, 0.95% per annum and (ii) in the case of LIBOR borrowings, 1.95% per annum or (B) following the IPO, (i) in the case of ABR borrowings, 0.375% per annum or (ii) in the case of LIBOR borrowings, 1.375% per annum, in each case, with step downs based on achievement of certain total leverage ratios.

The 2021 Credit Facility requires the Company to pay a quarterly unused fee of (i) prior to an initial public offering, 0.25% and (ii) following an initial public offering, between 0.10% per annum and 0.175% per annum based on our total leverage ratio.

The 2021 Credit Facility will mature on June 11, 2026.

Borrowings under the 2021 Credit Agreement are guaranteed by a subsidiary, Pride Guarantor, Inc. and certain other subsidiaries. These borrowings are secured by liens and security interests on substantially all of the assets of existing and future material domestic subsidiaries of Pride Guarantor, Inc.

The 2021 Credit Agreement contains financial covenants, which are reviewed for compliance on a quarterly basis, including a total leverage ratio financial covenant of 3.50 to 1.00 and an interest coverage ratio financial covenant of 3.00 to 1.00. As of June 30, 2022, the Company was in compliance with all covenants.

On July 15, 2021 and August 9, 2021, the Company repaid $4,600 and $44,500, respectively, of revolver borrowings under the 2021 Credit Facility. As of June 30, 2022, there were no outstanding revolver borrowings under the 2021 Credit Facility.

As a result of the Company entering into the 2021 Credit Facility, the Company expensed approximately $2,195 primarily consisting of write-offs of previously deferred unamortized deferred financing fees and certain third-party costs. Amounts expensed are recorded as other (expense) income - other on the consolidated statement of operations for the fiscal year ended June 30, 2021.

Additionally, the Company capitalized approximately $342 of deferred financing fees for the year ended June 30, 2021 in connection with entering into the 2021 Credit Facility, which are included in other long-term assets within the consolidated balance sheets.

As a result of the Company entering into the 2021 Amendment, the Company expensed approximately $35 primarily consisting of third-party costs. Amounts expensed relating to the 2021 Amendment are recorded as other (expense) income - other within the consolidated statement of operations for the fiscal year ended June 30, 2022.

Additionally, the Company capitalized approximately $100 of deferred financing fees for the fiscal year ended June 30, 2022 in connection with the 2021 Amendment, which are included in other long-term assets within the consolidated balance sheets.

Promissory Note with Related Party

In December 2020, in connection with the share repurchase discussed further in Note 13 - “Capital Stock,” the Company entered into a promissory note for $64,989 with Pride Aggregator L.P. (the “Intercompany Promissory Note”). The Intercompany Promissory Note was payable on-demand and accrued interest at a rate of 0.15% per annum. The Company repaid the Intercompany Promissory Note in full in January 2021, concurrent with the closing of the January 2021 issuance of preferred stock.

The Company had no outstanding letters of credit as of June 30, 2022 or June 30, 2021.