Quarterly report pursuant to Section 13 or 15(d)

Long-Term Debt, Net of Debt Discount and Financing Fees

v3.22.1
Long-Term Debt, Net of Debt Discount and Financing Fees
3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Long-Term Debt, Net of Debt Discount and Financing Fees Long-Term Debt, Net of Debt Discount and Financing Fees
Long-term debt, net of debt discount and financing fees consists of the following:
(In thousands) March 31,
2022
December 31, 2021
Oberland Facility - first tranche $ 35,000  $ 35,000 
Oberland Facility - second tranche 15,000  15,000 
Less - unamortized debt discount and deferred financing fees (4,959) (5,179)
Long-term debt, net of debt discount and financing fees $ 45,041  $ 44,821 
Oberland Facility
June 30, 2020, the Company entered into a seven-year financing agreement with Oberland Capital (the "Oberland Facility") and obtained the first tranche of $35,000 at closing. On June 30, 2021, the second tranche of $15,000 was drawn down by the Company.
The Oberland Facility requires quarterly interest payments for seven years. Interest is calculated as 7.5% plus the greater of LIBOR or 2.0% (9.5% as of March 31, 2022). Each tranche of the Oberland Facility has a term of seven years from the date of issuance (with the first tranche issued on June 30, 2020, maturing on June 30, 2027 and the second tranche issued on June 30, 2021, maturing on June 30, 2028).  In connection with the Oberland Facility, the Company entered into a revenue participation agreement with Oberland Capital, which provides that, among other things, a quarterly royalty payment as a percentage of the Company’s net revenues, up to $70 million in any given fiscal year, subject to certain limitations set forth therein, during the period commencing on the later of (i) April 1, 2021 and (ii) the date of funding of a tranche of the loan, and ending on the date upon which all amounts owed under the Oberland Facility have been paid in full (the “Revenue Participation Agreement”). Payments under the Revenue Participant Agreement commenced on September 30, 2021. The royalty structure of the Revenue Participant Agreement results in approximately 1.0% per year of additional interest payments on the outstanding loan amount. The Company recorded $335 as interest expense for this Revenue Participation Agreement for the three months ended March 31, 2022. The Company pays the quarterly debt interest on the last day of the quarter and for the three months ended March 31, 2022 and 2021 paid $1,187 and $831, respectively, to Oberland Capital. The Company capitalized interest of $1,445 and $520 for the three months ended March 31, 2022 and 2021, respectively, towards the costs to construct and retrofit the APC Facility in Vandalia, OH. See "Note 12- Commitments and Contingencies." To date, the Company has capitalized interest of $6,719 related to this project. The capitalized interest is recorded as part of property and equipment, net in the condensed consolidated balance sheets. As of March 31, 2022, the Company was in compliance with all covenants. See "Note 12 - Commitments and Contingencies."
Embedded Derivatives
The Debt Derivative Liabilities are recorded at fair value, with the change in fair value reported in the condensed consolidated statements of operations at each reporting date. The fair values of the Debt Derivative Liabilities were $5,310 and $5,562 at March 31, 2022 and December 31, 2021, respectively. See "Note 6 - Fair Value Measurement."
Unamortized Debt Discount and Financing Fees
The unamortized debt discount consists of the remaining unamortized initial fair values of the embedded derivatives related to the first and second tranches of the Oberland Facility. The debt discount is amortized over the respective life of the related tranche and recorded in interest expense using the effective yield method.
The financing fees for the Oberland Facility were $642 and were recorded as a contra liability to the debt facility. The financing fees are amortized over the life of the first tranche of the Oberland Facility and recorded in interest expense.
Amortization of debt discount and deferred financing fees for the three months ended March 31, 2022 and 2021 was $219 and $112, respectively.
Other credit facilities
The Company maintains restricted cash of $6,251 and $6,251 at March 31, 2022 and December 31, 2021, respectively. The March 31, 2022 and December 31, 2021 balances both include $6,000 and $250, which represent collateral for two irrevocable standby letters of credit.