Quarterly report pursuant to Section 13 or 15(d)

Debt

v3.22.4
Debt
 3 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Debt Debt
The Company maintains credit facilities to finance acquisitions, to fund the purchase of real estate, construction equipment, plants and other fixed assets, and for general working capital purposes. Debt at December 31, 2022 and September 30, 2022 consisted of the following (in thousands):
December 31, 2022 September 30, 2022
(unaudited)
Long-term debt:
Term Loan $ 268,750  $ 271,875 
Revolving Credit Facility 158,100  105,100 
Total long-term debt 426,850  376,975 
Deferred debt issuance costs (1,332) (1,409)
Current maturities of long-term debt (12,500) (12,500)
Long-term debt, net of current maturities and deferred debt issuance costs $ 413,018  $ 363,066 
Since 2017, the Company and each of its subsidiaries have been parties to a credit agreement with PNC Bank, National Association (successor in interest to BBVA USA) and certain other lenders party from time to time thereto. The credit agreement has been amended and restated on multiple occasions since its inception in order to provide for changes in the economic terms of the credit facility and developments at the Company.
On June 30, 2022, the Company and each of its subsidiaries entered into a Third Amended and Restated Credit Agreement with PNC Bank, National Association, as administrative agent and lender, PNC Capital Markets LLC, as joint lead arranger and sole bookrunner, Regions Bank and BofA Securities, Inc., each as a joint arranger, and certain other lenders (as amended and restated, the “Credit Agreement”). The Credit Agreement provides for (i) a term loan facility in an initial aggregate principal amount of $250.0 million (the “Term Loan”) the full amount of which was drawn at closing, (ii) a revolving credit facility in an initial aggregate principal amount of $325.0 million (the “Revolving Credit Facility”), and (iii) a delayed draw term loan facility in an initial aggregate principal amount of $50.0 million (the “Delayed Draw Term Loan”). Among other things, the proceeds of the Term Loan were used to refinance indebtedness of the Company and its subsidiaries under its prior credit facility.
All outstanding advances under the Term Loan and Revolving Credit Facility are due and payable in full on June 30, 2027 (the “Maturity Date”). The Term Loan (commencing on September 30, 2022) and the Delayed Draw Term Loan (commencing with the earliest of (i) December 31, 2023, or (ii) the last day of the fiscal quarter in which the commitments under the Delayed Draw Term Loan are fully drawn or terminated, as applicable) will amortize in quarterly installments in an amount (subject, in each case, to adjustments for prior mandatory and voluntary prepayments of principal) equal to: (a) 1.25% of the original principal amount of the Term Loan (and, to the extent any Delayed Draw Term Loans are then outstanding, the original principal amount of such loans) and continuing on each of the following eleven quarter-end payment dates; (b) 1.875% of the original principal amount of the Term Loan (and, to the extent any Delayed Draw Term Loans are then outstanding, the original principal amount of such loans) on each of the next eight quarter-end payment dates; and (c) all remaining principal of the Term Loan and the Delayed Draw Term Loans are due and payable in full on the Maturity Date. The annual interest rates applicable to advances will be calculated, at the Company’s option, by using either a base rate, Daily Simple SOFR plus 0.10%, or Term SOFR plus 0.10%, and in each case, plus an applicable margin percentage that corresponds to the Company’s consolidated net leverage ratio. Subject to various requirements, the Company generally may (and, under certain circumstances, must), prepay all or a portion of the outstanding balance of the advances, together with accrued interest thereon, prior to their contractual maturity. The obligations of the Company and its subsidiaries under the Credit Agreement are secured by a first priority security interest in substantially all of the Company’s assets.
At December 31, 2022 and September 30, 2022, there was $268.8 million and $271.9 million, respectively, of principal outstanding under the Term Loan, $158.1 million and $105.1 million, respectively, of principal outstanding under the Revolving Credit Facility, and availability of $156.9 million and $208.6 million, respectively, under the Revolving Credit Facility, including a reduction for outstanding letters of credit. The Company also had $25.0 million available under the Delayed Draw Term Loan at December 31, 2022 and September 30, 2022.
The Credit Agreement contains customary negative covenants for agreements of this type, including, but not limited to, restrictions on
the Company’s ability to make acquisitions, make loans or advances, make capital expenditures and investments, pay dividends, create
or incur indebtedness, create liens, wind up or dissolve, consolidate, merge or liquidate, or sell, transfer or dispose of assets. The Credit
Agreement also requires the Company to satisfy certain financial covenants, including a minimum fixed charge coverage ratio of 1.20-
to-1.00 and a maximum consolidated leverage ratio of 3.50-to-1.00, subject to certain adjustments. At December 31, 2022 and September 30, 2022, the Company’s fixed charge coverage ratio was 1.87-to-1.00 and 2.56-to-1.00, respectively, and the Company’s
consolidated leverage ratio was 2.96-to-1.00 and 2.79-to-1.00, respectively. At both December 31, 2022 and September 30, 2022, the Company was in compliance with all covenants under the Credit Agreement.

From time to time, the Company has entered into interest rate swap agreements to hedge against the risk of changes in interest rates. At
both December 31, 2022 and September 30, 2022, the aggregate notional value of these interest rate swap agreements was $300.0 million, and the fair value was $23.4 million and $24.7 million, respectively, which is included within other assets on the Company’s Consolidated Balance Sheets.