Quarterly report pursuant to Section 13 or 15(d)

Long-Term Debt

v3.23.2
Long-Term Debt
9 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Long-Term Debt

2. Long-Term Debt

 

Our finance lease liabilities and long-term debt consists of the following, in thousands:

 

 

 

June 30,
2023

 

 

September 30,
2022

 

Senior revolving credit facility

 

$

 

 

$

 

Term loan

 

 

11,101

 

 

 

 

Finance leases

 

 

130

 

 

 

147

 

Equipment finance

 

 

 

 

 

180

 

Total

 

 

11,231

 

 

 

327

 

Less: current portion of finance lease liabilities
    and long-term debt

 

 

(2,244

)

 

 

(107

)

Finance Lease Liabilities and Long-Term Debt

 

$

8,987

 

 

$

220

 

 

 

Interest expense on finance lease liabilities and long-term debt was $0.2 million and less than $0.1 million for the three months ended June 30, 2023 and 2022, respectively, and $0.3 million and $0.2 million for the nine months ended June 30, 2023 and 2022, respectively.

 

Loan and Security Agreement

 

On January 17, 2023, we entered into a Loan and Security Agreement (the “LSA”) by and among Amtech, its U.S. based wholly owned subsidiaries Bruce Technologies, Inc., a Massachusetts corporation, BTU International, Inc., a Delaware corporation, Intersurface Dynamics, Incorporated, a Connecticut corporation, P.R. Hoffman Machine Products, Inc., an Arizona corporation, and Entrepix, Inc., (collectively the “Borrowers”) and UMB Bank, N.A., national banking association (the “Lender”). The LSA provides for (i) a term loan (the “Term Loan”) in the amount of $12.0 million maturing January 17, 2028, and (ii) a revolving loan facility (the “Revolver”) with an availability of $8.0 million maturing January 17, 2024. The recorded amount of the Term Loan has an interest rate of 6.38%. The Revolver has a floating per annum rate of interest equal to the Prime Rate, adjusted daily. Under the LSA, we are required to pay a non-utilization fee equal to 0.125% of any unused portion of the Revolver in excess of any letter of credit obligations. As of June 30, 2023, no amounts were borrowed against the Revolver.

 

The Term Loan and Revolver are secured by a first priority lien on substantially all of the Borrowers’ assets (other than certain customary excluded assets) and the LSA contains customary events of default, representations and warranties, and covenants that restrict the Borrowers’ ability to, among other things, incur additional indebtedness, other than permitted indebtedness, enter into mergers or acquisitions, sell or otherwise dispose of assets, or pay dividends, subject to customary exceptions.

 

The LSA additionally contains financial covenants such that, as of the end of each of their fiscal quarters, beginning March 31, 2023, the Borrowers must maintain (i) a ratio of consolidated debt owed to Lender to consolidated EBITDA (as defined in the LSA) for such fiscal quarter, of not greater than 1.50 to 1.00, through December 31, 2024, based on a building four quarters (as described in the LSA), and then 1.00 to 1.00 each fiscal quarter thereafter, (ii) a ratio of (a) the total for such fiscal quarter of EBITDAR (as defined in the LSA) minus the sum of all income taxes paid in cash plus cash dividends/distributions plus maintenance Capital Expenditures (as defined in the LSA) plus management fees paid in cash, to (b) the sum for such fiscal quarter of (1) Interest Charges (as defined in the LSA) plus (2) required payments of principal on Debt (as defined in the LSA) (including the Term Loan, but excluding the Revolver) plus (3) operating lease/rent expense, of not less than 1.30 to 1.00 based on a building four quarters (as described in the LSA), and (iii) a consolidated working capital of current assets (excluding related party receivables and prepaid expenses) minus current liabilities of at least $35.0 million.

 

Finance Lease Obligations

 

Our finance lease obligations totaled $0.1 million as of June 30, 2023 and September 30, 2022.

 

The current and long-term portions of our finance leases are included in the current and long-term portions of finance lease liabilities and long-term debt in the table above and in our Condensed Consolidated Balance Sheets as of June 30, 2023 and September 30, 2022. Further, see Note 7 for additional information.