FINANCING ARRANGEMENTS

12 Months Ended

Dec. 31, 2025

Debt Disclosure [Abstract]

FINANCING ARRANGEMENTS

NOTE 4. FINANCING ARRANGEMENTS

On February 29, 2024, we closed on a $15,000 Senior Secured Revolving Line of Credit with Bank of America (the “BOA Revolver”). The BOA Revolver allows for borrowings at a defined base rate, or at the one, three or six month Secured Overnight Finance Rate, also known as “SOFR,” plus a defined margin. If the Company prepays SOFR borrowings before their contractual maturity, the Company has agreed to compensate the bank for lost margin, as defined in the BOA Revolver agreement. The Company is required to quarterly pay a 20-basis point fee on the unused portion of the BOA Revolver.

The BOA Revolver requires the Company to maintain no more than 2.5 times leverage ratio and at least a 1.25 times minimum fixed charges coverage ratio, both of which are defined in the BOA Revolver agreement. These ratios are calculated based on trailing twelve-month results. There are no subjective acceleration clauses under the BOA Revolver that would accelerate the maturity of outstanding borrowings. The BOA Revolver contains certain covenants which, among other things, require the Company to adhere to regular reporting requirements, abide by shareholder dividend limitations, maintain certain financial performance, and limit the amount of annual capital expenditures. The BOA Revolver is secured by substantially all the Company’s assets and expires on February 28, 2027. We were not in compliance with financial covenants related to the maximum operating expense contributions to our Mexican operations in the first and second quarters of 2024. We have received a waiver of this event of default from the bank.

Amendments to the BOA Revolver

On March 27, 2025, we amended (the “First Amendment”) the BOA Revolver to waive our non-compliance with the leverage ratio and minimum fixed charge ratio as of December 31, 2024, and March 31, 2025. Provisions of the First Amendment relating to the Company’s compliance with these ratios were replaced with provisions of the Second Amendment (described below). Provisions of the First Amendment relating to minimum EBITDA requirements of the Company were replaced with provisions of the Second Amendment (described below). Provisions of the First Amendment requiring the Company to maintain unrestricted cash and BOA Revolver availability (collectively, “Liquidity”) at specified levels were replaced with provisions of the Second Amendment (described below). The First Amendment requires the Company to provide incremental monthly reporting and increases the Company’s borrowing rate by one percent until the Company is in compliance with the original terms of the BOA Revolver. The First Amendment increases the borrowing rate for revolving loans by 100 basis points.

On May 14, 2025, we further amended (the “Second Amendment”) the BOA Revolver, which amended the First Amendment in part, to defer the Company’s compliance with the leverage ratio and minimum fixed charge ratio until the fourth quarter of 2025 at which time the Company must maintain (a) a leverage ratio of 2.5 times for the year ended December 31, 2025 and for each twelve-month quarterly reporting period thereafter; and (b) a minimum fixed charge coverage ratio to 1.25 times for the year ended December 31, 2025 and for each twelve-month quarterly reporting period thereafter. The Company must also maintain adjusted EBITDA (earnings before interest, taxes depreciation and amortization), as defined in the BOA Revolver, as of the end of the second quarter of 2025 of at least $1,000, the third quarter of 2025 of at least $1,300 and the fourth quarter of 2025 and each quarter thereafter of at least $1,600. In addition, the Second Amendment requires the Company to always maintain Liquidity of at least $2,500. The Second Amendment shortened the duration of the BOA Revolver to June 30, 2026 and increases the borrowing rate by 25 basis points.

On July 29, 2025, we amended the BOA Revolver (the “Third Amendment”) to extend the expiration of the BOA Revolver to August 31, 2026.

On February 27, 2026, we entered into a Waiver and Amendment No. 4 to its Credit Agreement with Bank of America, N.A. (“Waiver and Amendment”). See footnote 13, Subsequent Events.

Outstanding Borrowings

The BOA Revolver, as amended, bears interest at a weighted-average interest rate of 7.8% and 7.7% as of December 31, 2025 and December 31, 2024, respectively. We had borrowings on our line of credit of $7,000 and $8,695 outstanding as of December 31, 2025 and 2024, respectively. As of December 31, 2025, we had unused availability on the line of credit of $8,000, which is subject to a month end cap based on the previously noted minimum Liquidity. The decrease in the line of credit balance between the years is the result of timing of accounts payable payments. We have recorded the outstanding BOA Revolver amount of $7,000 at December 31, 2025 as a current liability on the condensed consolidated balance sheets.

The Company had an interim funding agreement with a bank related to deposits made on equipment purchases funded through a finance lease when the equipment was received and operational. The equipment was received, and the lease agreements were finalized during the second quarter of 2025. As of December 31, 2025, we have no amounts outstanding on the interim funding agreement for equipment.

On March 20, 2026, the Company repaid the BOA Revolver and entered into a new asset-backed line of credit. See footnote 13, Subsequent Events.