Quarterly report pursuant to Section 13 or 15(d)

Debt

v3.23.2
Debt
3 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Debt

NOTE 12 – DEBT:

On June 1, 2021, the Company entered into a $20,000 five-year term loan with Bank of America (the "Term Loan"). The Term Loan requires monthly principal payments of $167 through June 1, 2026, with the remaining principal amount plus all interest due on the maturity date. The interest rate on the Term Loan is the applicable Bloomberg Short-Term Bank Yield Index ("BSBY"), plus 1.50%, subject to a 0.00% floor.

Long term debt is comprised of the following:

 

 

June 30,

 

 

March 31,

 

 

 

2023

 

 

2023

 

Bank of America term loan

 

$

12,000

 

 

$

12,500

 

Less: unamortized debt issuance costs

 

 

(697

)

 

 

(756

)

 

 

 

11,303

 

 

 

11,744

 

Less: current portion

 

 

2,000

 

 

 

2,000

 

Total

 

$

9,303

 

 

$

9,744

 

 

As of June 30, 2023, future minimum payments, by fiscal year, required were as follows:

 

Remainder of 2024

 

$

1,500

 

2025

 

 

2,000

 

2026

 

 

2,000

 

2027

 

 

6,500

 

2028 and thereafter

 

 

 

Total

 

$

12,000

 

On June 1, 2021, the Company entered into a five-year revolving credit facility with Bank of America (the "Revolving Credit Facility") that provided a $30,000 line of credit, including letters of credit and bank guarantees, expandable at the Company's option and the bank's approval at any time up to $40,000. As of June 30, 2023 and March 31, 2023, there was $0 outstanding on the Revolving Credit Facility. Amounts outstanding under the Revolving Credit Facility bear interest at a rate equal to BSBY plus 1.50%, subject to a 0.00% floor. As of June 30, 2023, the BSBY rate was 5.10279%. Outstanding letters of credit under the Revolving Credit Facility are subject to a fee of 1.50% per annum of the outstanding undrawn amount of each letter of credit that is not secured by cash and 0.60% of each letter of credit that is secured by cash. Amounts available for borrowing under the Revolving Credit Facility are subject to an unused commitment fee of 0.25%. As of June 30, 2023, there was $5,594 letters of credit outstanding with Bank of America.

Under the Term Loan and Revolving Credit Facility, as amended (the "Credit Facility"), the Company covenanted to maintain a maximum total leverage ratio, as defined in the Credit Facility, of 3.0 to 1.0, with an allowable increase to 3.25 to 1.0 following an acquisition for a period of twelve months following the closing of the acquisition. In addition, the Company covenanted to maintain a minimum fixed charge coverage ratio, as defined in the Credit Facility, of 1.2 to 1.0 and minimum margined assets, as defined in such agreements, of 100% of total amounts outstanding on the Revolving Credit Facility, including letters of credit. In addition, on or before September 1, 2023 and at all times thereafter, all of the Company's deposit accounts, except certain accounts, will be either subject to a deposit account control agreement or maintained with Bank of America. The Company also covenanted to maintain liquidity, as defined in the Credit Facility, of at least $20,000. As of June 30, 2023, the Company was in compliance with the financial covenants of the

Credit Facility. At June 30, 2023, the amount available under the Revolving Credit Facility was $25,905, subject to the above liquidity and leverage covenants.

In connection with the amendments to the Credit Facility, the Company is required to pay a back-end fee of $725 to Bank of America payable upon the earliest to occur of (i) any default or event of default, (ii) the last date of availability under the Revolving Credit Facility, and (iii) repayment in full of all principal, interest, fees and other obligations, which may be waived or cancelled if certain criteria are met.

The Company has a letter of credit facility agreement with HSBC Bank USA, N.A. of $7,500 (the "Letter of Credit Facility"). Under the Letter of Credit Facility, the Company incurs an annual facility fee of $5 and outstanding letters of credit are subject to a fee of between 0.75% and 0.85%, depending on the term of the letter of credit. Interest is payable on the principal amounts of unreimbursed letter of credit draws at a rate of 3% plus the bank's prime rate. The Company's obligations under the Letter of Credit Facility are secured by cash held with the bank. As of June 30, 2023, there was $6,623 letters of credit outstanding with HSBC and availability under the Letter of Credit Facility was $877. The agreement is subject to an annual renewal by the bank on July 31 of each year.

Total letters of credit outstanding as of June 30, 2023 and March 31, 2023 were $12,625 and $12,842, respectively.