DEBT AND OTHER FINANCING ARRANGEMENTS

3 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

DEBT AND OTHER FINANCING ARRANGEMENTS

DEBT AND OTHER FINANCING ARRANGEMENTS

The Company's debt and other financing arrangements as of September 30, 2024 and June 30, 2024 consisted of the following:

	As of September 30,		As of June 30,
($ in thousands)	2024		2024
JPMorgan Credit Facility*	$	37,344	$	37,625
Other obligations	29		34
Less: unamortized issuance costs and debt discount	(92)		(109)
Total	37,281		37,550
Less: debt and other financing arrangements, current	(1,362)		(1,266)
Debt and other financing arrangements, noncurrent	$	35,919	$	36,284

* See discussion below on amendment to the JPMorgan Credit Facility.

JPMorgan Chase Bank Credit Facility

On March 17, 2022, the Company entered into an amended and restated credit agreement with JPMorgan Chase Bank, N.A. which provides for a $15 million secured revolving credit facility (the “Amended Revolving Facility”) and a $25 million secured term facility (the “Amended Secured Term Facility” and together with the Amended Revolving Facility, the “Amended JPMorgan Credit Facility”), and fully replaced our previous 2021 JPMorgan credit facility.

On December 1, 2022, the Company entered into an amendment (the “2022 Amendment”) the Amended and Restated Credit Agreement, dated as of March 17, 2022, which, among other things, amended the definition of the Company’s EBITDA under the Credit Agreement. On December 1, 2022, the Company borrowed an additional $25 million under the Amended JPMorgan Credit Facility, including $15 million from the revolving credit facility and $10 million from the term facility. No issuance costs were capitalized in connection with this amendment.

The Amended JPMorgan Credit Facility matures on March 16, 2026. Interest on the Amended JPMorgan Credit Facility will be based, at the Company’s option, on a base rate or SOFR plus an applicable margin tied to the Company’s total leverage ratio and having ranges of between 2.50% and 3.00% for base rate loans and between 3.50% and 4.00% for SOFR loans. Subject to the occurrence of a material acquisition and the Company’s total leverage ratio exceeding 3.00 to 1.00, the interest rate on the loans may increase by 0.25%. In an event of default, the interest rate may be increased by 2.00%. The Amended JPMorgan Credit Facility will also carry a commitment fee of 0.50% per annum on the unused portion. As of September 30, 2024, the weighted-average interest rate for the Amended JPMorgan Credit Facility is approximately 8.9%.

The Amended JPMorgan Credit Facility includes customary representations, warranties and covenants, and acceleration, indemnity and events of default provisions, including, among other things, two financial covenants. One financial covenant requires the Company to maintain, at all times, a total leverage ratio of not more than 3.00 to 1.00 on the last day of any fiscal quarter. The other financial covenant is conditional on a material acquisition occurring: if a material acquisition occurs, the Company is required to maintain a total leverage ratio not greater than 4.00 to 1.00 for the next four fiscal quarters following the material acquisition.

The Company was in compliance with its financial covenants for the Amended JPMorgan Credit Facility as of September 30, 2024.

The expected maturities for each fiscal year associated with the Company’s outstanding debt and other financing arrangements as of September 30, 2024, were as follows:

($ in thousands)	Amount
Remainder of 2025	$	1,047
2026	36,326
Principal amounts payable	37,373
Unamortized issuance costs	(92)
Total outstanding debt	$	37,281