Debt Obligations

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Debt Obligations

Note 12. Debt Obligations

Debt obligations consists of the following:

	As of			As of
	June 30,			December 31,
	2023			2022
Revolver facility	$	68,000		$	80,900
Debt issuance costs		(2,319	)		(2,783	)
Revolver facility, net	$	65,681		$	78,117
Term Loan	$	207,188		$	212,500
Debt issuance costs		(1,134	)		(1,393	)
Term loan, net	$	206,054		$	211,107
Total debt obligations	$	271,735		$	289,224

	June 30, 2023
	Principal Amount		Base Rate			SOFR Rate			Rate Expiration Date
Term Loan	$	85,313		2.10	%		4.94	%	10/18/2023
Term Loan		121,875		2.10	%		5.35	%	12/27/2023
Revolver Facility		8,000		2.10	%		5.15	%	7/13/2023
Revolver Facility		6,000		2.10	%		5.08	%	7/21/2023
Revolver Facility		26,000		2.10	%		5.23	%	8/30/2023
Revolver Facility		6,000		2.10	%		5.25	%	9/14/2023
Revolver Facility		20,000		2.10	%		5.24	%	9/27/2023
Revolver Facility		2,000		2.10	%		5.23	%	9/28/2023
Total	$	275,188

Revolving Credit Facility and Term Loan

On December 22, 2021, the Company entered into a new credit agreement (the "Credit Agreement") with JPMorgan, in its capacity as administrative agent and collateral agent, and Texas Capital Bank, as joint lead arrangers and joint bookrunners, and the other loan parties party thereto. The Credit Agreement consists of two facilities. The first is a revolving credit facility with an available balance of $125 million (the "Revolver Facility"). The second is a term loan for $125 million (the "Term Loan"). In addition to the Term Loan and Revolver Facility, the Credit Agreement also includes a $125 million accordion feature. In October 2022, the accordion feature was exercised with the acquisition of WTI at which point it was split into $87.5 million worth of term loan and $37.5 million of revolver.

Both facilities are "Term SOFR Loans" meaning loans bearing interest based upon the "Adjusted Term SOFR Rate". The Adjusted Term SOFR Rate is the Secured Overnight Financing Rate ("SOFR") at the date of election, plus 2.10%. The Company can elect one or three months for the Revolver Facility and three or six months for the Term Loan. Principal is contractually repaid at a rate of 1.25% on the term loan quarterly effective March 31, 2023. The Revolving Credit Facility has no contractual principal repayments until maturity, which is December 22, 2025 for both facilities. Certain P10 subsidiaries are encumbered by this debt agreement.

The Credit Agreement contains affirmative and negative covenants typical of such financing transactions, and specific financial covenants which require P10 to maintain a minimum leverage ratio. As of June 30, 2023, P10 was in compliance with its financial covenants required under the facility. As of June 30, 2023, the balance drawn on the revolving credit facility is $68.0 million and on the term loan, the balance is $207.2 million. The balance as of December 31, 2022 was $80.9 million on the revolving credit facility and $212.5 million on the term loan. For the three and six months ended June 30, 2023, $5.0 million and $9.9 million of interest expense was incurred, respectively. For the three and six months ended June 30, 2022, $1.3 million and $2.5 million of interest expense was incurred, respectively.

Debt Payable

Future principal maturities of debt as of June 30, 2023 are as follows:

2023	$	5,313
2024		10,625
2025		259,250
	$	275,188

Debt Issuance Costs

Debt issuance costs are offset against the Revolver Facility and Term Loan. Unamortized debt issuance costs for the Revolver Facility and Term Loan as of June 30, 2023 and December 31, 2022 were $3.5 million and $4.2 million, respectively.

Amortization expense related to debt issuance costs totaled $0.4 million and $0.7 million for the three and six months ended June 30, 2023, respectively, and $0.2 million and $0.4 million for the three and six months ended June 30, 2022, respectively. This is reported in interest expense, net on the Consolidated Statements of Operations.