v3.25.1
Note 14 - Subsequent Events
12 Months Ended
Jan. 31, 2025
Notes to Financial Statements  
Subsequent Events [Text Block]

NOTE 14 SUBSEQUENT EVENTS

 

 

Loan Modification

 

On March 27, 2025, the Company and certain of its subsidiaries entered into a Sixth Modification and Waiver (the “Sixth Modification”) to the Loan Agreement with Western Alliance Bank.

 

The Sixth Modification waived the Company’s non-compliance with the Maximum Debt to ARR Ratio under the Loan Agreement and amended certain financial covenants as follows:

 

 

a.

Maximum ARR Net Leverage Ratio. Commencing with the month ended February 28, 2025, Borrowers’ ARR Net Leverage Ratio, measured on a monthly basis as of the last day of each month, shall not be greater than the amount set forth under the heading “Maximum ARR Net Leverage Ratio” as of, and for each of the dates appearing adjacent to such “Maximum ARR Net Leverage Ratio”.

 

 

  

Maximum ARR Net

Month Ending

 

Leverage Ratio

February 28, 2025

 

0.67 to 1.00

March 31, 2025

 

0.67 to 1.00

April 30, 2025

 

0.67 to 1.00

May 31, 2025

 

0.67 to 1.00

June 30, 2025 and on the last day of each month thereafter

 

0.50 to 1.00

 

 

b.

Maximum Debt to Adjusted EBITDA Ratio. Commencing with the quarter ending July 31, 2025, Borrowers’ Maximum Debt to Adjusted EBITDA Ratio, measured on a quarterly basis as of the last day of each fiscal quarter for the trailing four (4) quarter period then ended, shall not be greater than the amount set forth under the heading “Maximum Debt to Adjusted EBITDA Ratio” as of, and for each of the dates appearing adjacent to such “Maximum Debt to Adjusted EBITDA Ratio”.

 

  

Maximum Debt to Adjusted

Quarter Ending

 

EBITDA Ratio

July 31, 2025

 

3.50 to 1.00

October 31, 2025

 

3.00 to 1.00

January 31, 2026

 

2.50 to 1.00

April 30, 2026 and on the last day of each quarter thereafter

 

2.00 to 1.00

 

 

c.

Fixed Charge Coverage Ratio. Commencing with the quarter ending July 31, 2025, Borrowers shall maintain a Fixed Charge Coverage Ratio of not less than 1.20 to 1.00, measured on a quarterly basis as of the last day of each fiscal quarter for the trailing four (4) quarter period then ended.

 

 

d.

Minimum Adjusted EBITDA. Commencing with the month ended February 28, 2025, Borrowers shall maintain Adjusted EBITDA, measured on a monthly basis as of the last day of each month, in an amount not less than the amounts (or, in the case of amounts set forth in parentheses, no worse than the amounts) set forth under the heading “Minimum Adjusted EBITDA” as of, and for each of the dates appearing adjacent to such “Minimum Adjusted EBITDA.”

 

  

Minimum Adjusted

 

Month Ending

 

EBITDA

 

February 28, 2025

 $(225,000)

March 31, 2025

 $(460,000)

April 30, 2025

 $(300,000)

May 31, 2025

 $(250,000)

June 30, 2025

 $0 

 

 

Line of Credit Draw

 

 On  March 28, 2025, the Company received a $1,000,000 draw from its revolving line of credit under the Loan Agreement as detailed in Note 5 – Debt.