Quarterly report [Sections 13 or 15(d)]

DEBT AND FINANCING LEASE LIABILITIES

v3.26.1
DEBT AND FINANCING LEASE LIABILITIES
3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
DEBT AND FINANCING LEASE LIABILITIES DEBT AND FINANCING LEASE LIABILITIES
Our debt and financing lease liabilities are comprised of the following:
March 31, 2026
December 31, 2025
Senior secured corporate revolving credit facility (1)
$
150,000 
$
150,000 
Senior secured corporate term loans (2)
138,750 
95,000 
Second lien corporate term loan (2)
100,000 
100,000 
Energy asset construction facilities (2)
388,516 
359,031 
Energy asset operating facilities (2)
856,464 
827,327 
Other financing facilities (3)
395,177 
393,414 
Financing lease liabilities (4)
12,046 
12,082 
Total debt and financing lease liabilities
2,040,953 
1,936,831 
Less: current maturities
162,176 
132,125 
Less: unamortized discount and debt issuance costs
54,246 
54,998 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs
$
1,824,531 
$
1,749,708 
    (1) At March 31, 2026, funds of $44,319 were available for borrowing under this facility.
(2) Most of these agreements are now using the Secured Overnight Financing Rate (“SOFR”) as the primary reference rate used to calculate interest.
(3) These facilities are accounted for as failed sale-leasebacks and are classified as long-term financing facilities. See Note 7 for additional disclosures.
(4) Financing lease liabilities are sale-leaseback arrangements under previous guidance.
Senior Secured Corporate Credit Facility
On January 23, 2025, we refinanced our term loan and revolving credit facility by entering into a sixth amended and restated senior secured credit agreement (“Restated Credit Agreement”) with the group of lenders thereto. The interest rate for borrowings is based on, at our option, either the Base Rate plus a margin of 0.75% to 1.75%, depending on our core leverage ratio; or the Term SOFR plus a margin of 1.75% to 2.75%, depending on our core leverage ratio. A commitment fee of between 0.25% and 0.375%, depending on our core leverage ratio, is payable quarterly on the undrawn portion of the revolver. As of March 31, 2026, the interest rates were 6.23% and 6.23% per annum for the term loan and revolving credit facility, respectively. At closing we paid $2,345 in lenders fees and debt issuance costs. Proceeds from this agreement in the amount of $180,000 and $13,000 were used to pay the balance of our revolving credit facility and the outstanding portion of the senior secured term loan, respectively, at closing.
The Restated Credit Agreement replaced and extended Ameresco's existing credit agreement dated March 4, 2022, and subsequently amended (the “Original Credit Agreement”). The Restated Credit Agreement refinanced the credit facilities under the Original Credit Agreement and replaced it with the following facilities:
a $225,000 revolving credit facility, maturing on December 28, 2028, and
a $100,000 term loan, maturing on December 28, 2028
Additional terms of the Restated Credit Agreement are as follows:
the term loan requires quarterly principal payments of $1,250 starting March 31, 2025, with the balance due at maturity
the revolving credit facility requires payment at maturity
a debt service coverage ratio (as defined in the agreement) of at least 1.5 to 1.0
a total funded debt to EBITDA of less than 3.5 to 1.0
The facility may be increased by up to an additional $100,000 at Ameresco's option if lenders are willing to provide such increased commitments, subject to certain conditions. On March 30, 2026, we entered into amendment number 2 to the Restated Credit Agreement, and the term loan was increased by $45,000. Quarterly principal payments increased to $1,812. No other terms were changed with this amendment. As part of the transaction, we paid $41,000 on the revolving credit facility and $1,085 for
accrued interest on the term loan. Net proceeds for the term loan were $2,784 and debt issuance costs totaled $131.
October 2022, Financing Facility, 8.75%, due September 26, 2040
On May 27, 2025 we entered into an omnibus amendment as part of a tax credit transfer agreement for investment tax credits. The amendment required a $7,000 principal payment, which was made during the three months ended June 30, 2025.
On September 26, 2025 we entered into an amendment to modify the May 27, 2025 omnibus amendment. This amendment included advances of $25,500 related to an expansion project and $15,653 related to a true-up payment in connection to the removal of an IRR residual income requirement. The interest rate is now fixed at 8.75% and the maturity date changed from August 31, 2039 to September 26, 2040.
On February 3, 2026, we entered into an omnibus amendment as part of moving two projects out of a construction credit facility and under this facility. The transaction added $99,900 to the facility for the two projects, of which $97,759 was used to pay off the projects under the construction facility. No other terms were changed with this amendment.
At March 31, 2026, $440,901 was outstanding under this facility, net of unamortized debt discount and issuance costs.
June 2020, Construction Credit Facility, 5.27%, due March 31, 2027
During the three months ended March 31, 2026, we entered into an amendment to extend this revolver, and the current maturity date is March 31, 2027.
As of March 31, 2026, $20,063 was outstanding under this facility and $79,937 was available for borrowing.
Other Financing Facilities
These facilities are accounted for as failed sale-leasebacks and are classified as long-term financing facilities.
August 2018 Master Sale-leaseback
We enter into amendments to our August 2018 master lease and participation agreement from time to time, which may extend the maturity date, increase the availability, or modify other covenants. During the three months ended March 31, 2026, we entered into an amended and restated participation agreement which extended the participation date from March 31, 2026 to March 31, 2027. During the three months ended March 31, 2026, we were in default of certain lien provisions of this agreement. On March 30, 2026, we received waiver of these defaults which is valid until June 30, 2026.
We sold and leased back two energy assets for $4,560 in cash proceeds under this facility during the three months ended March 31, 2026.
Surety-Backed Letters of Credit
We also have surety-backed letters of credit with termination dates through 2027 and par value of $4,087.