Table of Content The Company’s obligations under the A&R Term Loan Credit Agreement are guaranteed by certain direct and indirect material subsidiaries of the Company (the "A&R Term Loan Guarantors” and, together with the Company, the "A&R Term Loan Parties”). The obligations of the A&R Term Loan Parties are secured on a second or lower priority basis by the ABL Priority Collateral and the Specified ME/RE Collateral, and on a first priority basis by substantially all of the other assets of the A&R Term Loan Parties, subject to the terms of an intercreditor agreement (the "Intercreditor Agreement”) between the A&R Term Loan Agent, the ABL Agent and the A&R Term Loan Parties, that sets forth the priorities in respect of the collateral and certain related agreements with respect thereto. We may make voluntary prepayments of the loans under the A&R Term Loan Credit Agreement from time to time, and we are required in certain instances related to change of control, asset sales, equity issuances, non-permitted debt issuances and with annual excess cash flow (as defined in the A&R Term Loan Credit Agreement), to make mandatory prepayments of the loans under the A&R Term Loan Credit Agreement, subject to certain prepayment premiums as specified in the A&R Term Loan Credit Agreement (subject to certain exceptions), plus accrued and unpaid interest. The A&R Term Loan Credit Agreement contains certain customary conditions to borrowings, events of default and affirmative, negative, and financial covenants (including a net leverage ratio and maximum annual capital expenditures covenant, all as described in the A&R Term Loan Credit Agreement). As of December 31, 2023, we were in compliance with the covenants. Further, the A&R Term Loan Credit Agreement includes certain customary events of default, the occurrence of which may require an additional 2.00% interest on the outstanding loans and other obligations under the A&R Term Loan Credit Agreement and the debt may become payable immediately. The terms of Uptiered Loan / Subordinated Term Loan and Incremental Term Loan are described in the table below (dollar amounts are presented in thousands): Uptiered Loan / Subordinated Term Loan Incremental Term Loan 12/31/2027 (12/31/2026 if outstanding balance is 12/31/2026 Maturity date greater than $50 million) 12% PIK through 12/31/2023, then cash and 12% paid in cash Stated interest rate PIK split as described below Principal payments at maturity $356 quarterly Effective interest rate 1 2 12/31/2023 12.86% 22.96% 1 12/31/2022 29.23% N/A Interest payments cash quarterly/PIK monthly quarterly Cash paid for interest 12/31/2023 $— $898 12/31/2022 $— N/A PIK interest added to principal 12/31/2023 $14,644 $8 12/31/2022 $7,359 N/A Balances at 12/31/2023 3 Principal balance $130,088 $48,052 Unamortized balance of debt issuance cost $(651) $(9,294) Net carrying balance $129,436 $38,758 Balances at 12/31/2022 3 Principal balance $115,443 N/A Unamortized balance of debt issuance cost $(7,538) N/A Net carrying balance $107,905 N/A Available amount at 12/31/2023 $— $10,000 52
Form 10-K Page 56 Page 58