Long-Term Debt - Additional Information (Details)
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2 Months Ended |
3 Months Ended |
12 Months Ended |
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Nov. 22, 2022
USD ($)
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Dec. 17, 2020 |
Jun. 12, 2020
USD ($)
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Jun. 02, 2020
USD ($)
Days
$ / shares
shares
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Nov. 22, 2022
USD ($)
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Dec. 31, 2022
USD ($)
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Dec. 31, 2021
USD ($)
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Dec. 31, 2023
USD ($)
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Sep. 30, 2022
USD ($)
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| Debt Instrument [Line Items] |
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| Long-Term Debt |
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$ 279,846,000
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$ 270,374,000
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| Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Long-Term Debt |
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107,669,000
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109,470,000
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| Debt unamortized issuance costs, net |
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142,000
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$ 158,000
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| Minimum liquidity |
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$ 75,000,000
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| Debt instrument, covenant description |
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The Credit Agreement contains certain affirmative and negative covenants customary for financings of this type that, among other things, limit our and our subsidiaries’ ability to incur additional indebtedness or liens, to dispose of assets, to make certain fundamental changes, to designate subsidiaries as unrestricted, to make certain investments, to prepay certain indebtedness and to pay dividends, or to make other distributions or redemptions/repurchases, in respect of our and our subsidiaries’ equity interests. In addition, the Credit Agreement contains financial covenants, each tested quarterly, (1) a net secured leverage ratio of not greater than 3.25 to 1.00; (2) a net total leverage ratio of not greater than 4.25 to 1.00; and (3) minimum liquidity of at least $75 million. The Credit Agreement also contains events of default customary for financings of this type, including certain customary change of control events. As of December 31, 2022, we were in compliance with all Credit Agreement covenants
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| Amended Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Debt Instrument, interest rate description |
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revised certain interest rates in the Credit Agreement. Following delivery of a compliance certificate for the first full fiscal quarter after the Amendment No. 1 Effective Date, the applicable margins for the revolving credit and term facilities is subject to a pricing grid based upon the net total leverage ratio as follows (i) if the net total leverage ratio is greater than 3.00 to 1.00, the applicable margin is LIBOR plus 3.00% or ABR plus 2.00%; (ii) if the net total leverage ratio is less than or equal to 3.00 to 1.00 but greater than 2.50 to 1.00, the applicable margin is LIBOR plus 2.75% or ABR plus 1.75%; (iii) if the net total leverage ratio is less than or equal to 2.50 to 1.00 but greater than 2.00 to 1.00, the applicable margin is LIBOR plus 2.50% or ABR plus 1.50%; (iv) if the net total leverage ratio is less than or equal to 2.00 to 1.00 but greater than 1.50 to 1.00, the applicable margin is LIBOR plus 2.25% or ABR plus 1.25%; and (v) if the net total leverage ratio is less than or equal to 1.50 to 1.00, the applicable margin is LIBOR plus 2.20% or ABR plus 1.00%. As a result of Amendment No. 1, the applicable LIBOR floor was reduced from 0.50% to 0.00%.
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| Description of unused line fee |
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In addition, the quarterly commitment fee required to be paid based on the unused portion of the revolving facility is subject to a pricing grid based upon the net total leverage ratio as follows (i) if the net total leverage ratio is greater than 3.00 to 1.00, the unused line fee is 0.500%; (ii) if the net total leverage ratio is less than or equal to 3.00 to 1.00 but greater than 2.50 to 1.00, the unused line fee is 0.450%; (iii) if the net total leverage ratio is less than or equal to 2.50 to 1.00 but greater than 2.00 to 1.00, the unused line fee is 0.400%; (iv) if the net total leverage ratio is less than or equal to 2.00 to 1.00 but greater than 1.50 to 1.00, the unused line fee is 0.350%; and (v) if the net total leverage ratio is less than or equal to 1.50 to 1.00, the unused line fee is 0.300%.
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| Amended Senior Credit Facilities | LIBOR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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0.00%
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0.50%
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2.25%
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| Credit Agreement Amendment Two |
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| Debt Instrument [Line Items] |
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| Payment of refinancing fees to lender |
$ 400,000
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$ 400,000
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| Payment of refinancing fees to third party |
$ 100,000
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| Debt Instrument, interest rate description |
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Amendment No. 2 revised certain interest rates in the Credit Agreement. The applicable margins for the revolving credit and term facilities is subject to a pricing grid based upon the net total leverage ratio as follows (i) if the net total leverage ratio is greater than 3.00 to 1.00, the applicable margin is SOFR plus 10 basis point credit spread adjustment plus 3.00% or ABR plus 2.00%; (ii) if the net total leverage ratio is less than or equal to 3.00 to 1.00 but greater than 2.50 to 1.00, the applicable margin is SOFR plus 10 basis point credit spread adjustment plus 2.75% or ABR plus 1.75%; (iii) if the net total leverage ratio is less than or equal to 2.50 to 1.00 but greater than 2.00 to 1.00, the applicable margin is SOFR plus 10 basis point credit spread adjustment plus 2.50% or ABR plus 1.50%; (iv) if the net total leverage ratio is less than or equal to 2.00 to 1.00 but greater than 1.50 to 1.00, the applicable margin is SOFR plus 10 basis point credit spread adjustment plus 2.25% or ABR plus 1.25%; and (v) if the net total leverage ratio is less than or equal to 1.50 to 1.00, the applicable margin is SOFR plus 10 basis point credit spread adjustment plus 2.20% or ABR plus 1.00%. During the covenant adjustment period, and until the delivery of a compliance certificate for the first full fiscal quarter after the covenant adjustment period, the applicable margin will be SOFR plus 10 basis point credit spread adjustment plus 3.00% or ABR plus 2.00%. For the three months ended December 31, 2021, the interest rate was LIBOR plus 2.25%. Prior to the Amendment No. 2 Effective Date, the interest rate was LIBOR plus 2.25%. From the Amendment No. 2 Effective Date until the quarter ended December 31, 2022, the interest rate was SOFR plus a credit spread adjustment of 10 basis points plus 2.25%. Total interest expense relating to the Senior Credit Facilities for the three months ended December 31, 2022 and 2021 was $1.9 million and $0.9 million, respectively. Amounts reflect the coupon and accretion of the discount.
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| Interest expense |
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$ 1,900,000
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$ 900,000
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| Minimum liquidity |
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$ 125,000,000
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| Credit Agreement Amendment Two | Forecast |
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| Debt Instrument [Line Items] |
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| Maximum Capital Expenditures Amount |
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$ 7,500,000
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| Credit Agreement Amendment Two | LIBOR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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2.25%
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| Credit Agreement Amendment Two | SOFR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
0.10%
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0.10%
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| Credit Agreement Amendment Two | Base Rate |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
2.00%
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| Credit Agreement Amendment Two | SOFR plus 10 basis Point Credit Spread |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
3.00%
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| Maximum | Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Net leverage ratio |
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4.25
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| Net secured leverage ratio |
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3.25%
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| Maximum | Credit Agreement Amendment Two | Forecast |
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| Debt Instrument [Line Items] |
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| Net secured leverage ratio |
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4.25%
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| Maximum | Credit Agreement Amendment Two | LIBOR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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2.25%
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| 3.00% Convertible Senior Notes Due 2025 |
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| Debt Instrument [Line Items] |
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| Aggregate principal amount |
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$ 175,000,000.0
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| Debt instrument, interest rate |
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3.00%
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3.00%
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3.00%
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| Debt Instrument, option to purchase additional principal amount |
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$ 25,000,000.0
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| Proceeds from issuance of notes |
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$ 169,800,000
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| Debt instrument, maturity date |
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Jun. 01, 2025
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| Debt instrument, conversion initial rate | shares |
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26.7271
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| Debt instrument, convertible principal amount |
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$ 1,000
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| Debt instrument, conversion price | $ / shares |
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$ 37.42
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| Debt instrument convertible, if-converted value of the Notes less than its principal amount |
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$ 88,300,000
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| Carrying amount of equity component, net of taxes and transaction costs |
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0
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$ 14,400,000
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| Debt instrument, convertible trading days | Days |
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20
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| Debt instrument, convertible consecutive trading days | Days |
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30
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| Debt instrument, convertible conversion price percentage |
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130.00%
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| Debt instrument, convertible maximum conversion price percentage |
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98.00%
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| Debt instrument, redemption price percentage of principal amount |
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100.00%
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| Debt instrument, sinking fund |
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$ 0
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| Long-Term Debt |
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172,177,000
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160,904,000
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| Debt unamortized issuance costs, net |
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2,823,000
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$ 2,832,000
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| Interest expense |
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1,602,000
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$ 2,478,000
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| 3.00% Convertible Senior Notes Due 2025 | Minimum |
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| Debt Instrument [Line Items] |
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| Debt instrument, convertible trading days | Days |
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20
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| Debt instrument, convertible conversion price percentage |
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130.00%
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| Four Year Senior Secured Term Loan Facility | Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Debt instrument term |
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4 years
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| Credit facility maximum borrowing capacity |
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$ 125,000,000.0
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| Net proceeds from issuance of credit facility |
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123,000,000.0
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| Four Year Senior Secured Term Loan Facility | Amended Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Debt instrument periodic payments equivalent percentage of annual amount on original principal amount during first two years |
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1.25%
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| Debt instrument periodic payments equivalent percentage of annual amount on original principal amount after two years |
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2.50%
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| Senior Secured First-lien Revolving Credit Facility | Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Credit facility maximum borrowing capacity |
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$ 50,000,000.0
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| Outstanding amount under credit facility |
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$ 0
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| Net Leverage Ratio Greater Than 3.00 | Amended Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Net leverage ratio |
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3.00
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| Unused line fee percentage |
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50.00%
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| Net Leverage Ratio Greater Than 3.00 | Amended Senior Credit Facilities | LIBOR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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3.00%
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| Net Leverage Ratio Greater Than 3.00 | Amended Senior Credit Facilities | Base Rate |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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2.00%
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| Net Leverage Ratio Greater Than 3.00 | Credit Agreement Amendment Two |
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| Debt Instrument [Line Items] |
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| Net leverage ratio |
3.00
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3.00
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| Net Leverage Ratio Greater Than 3.00 | Credit Agreement Amendment Two | SOFR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
0.10%
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| Net Leverage Ratio Greater Than 3.00 | Credit Agreement Amendment Two | Base Rate |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
2.00%
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| Net Leverage Ratio Greater Than 3.00 | Credit Agreement Amendment Two | SOFR plus 10 basis Point Credit Spread |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
3.00%
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Amended Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Unused line fee percentage |
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45.00%
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Amended Senior Credit Facilities | LIBOR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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2.75%
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Amended Senior Credit Facilities | Base Rate |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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1.75%
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Credit Agreement Amendment Two | SOFR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
0.10%
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Credit Agreement Amendment Two | Base Rate |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
1.75%
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Credit Agreement Amendment Two | SOFR plus 10 basis Point Credit Spread |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
2.75%
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Maximum | Amended Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Net leverage ratio |
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3.00
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Maximum | Credit Agreement Amendment Two |
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| Debt Instrument [Line Items] |
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| Net leverage ratio |
3.00
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3.00
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Minimum | Amended Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Net leverage ratio |
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2.50
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| Net Leverage Ratio Less Than or Equal to 3.00 but Greater Than 2.50 | Minimum | Credit Agreement Amendment Two |
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| Debt Instrument [Line Items] |
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| Net leverage ratio |
2.50
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2.50
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| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Amended Senior Credit Facilities |
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| Debt Instrument [Line Items] |
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| Unused line fee percentage |
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40.00%
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| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Amended Senior Credit Facilities | LIBOR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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2.50%
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| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Amended Senior Credit Facilities | Base Rate |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
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1.50%
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| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Credit Agreement Amendment Two | SOFR |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
0.10%
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| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Credit Agreement Amendment Two | Base Rate |
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| Debt Instrument [Line Items] |
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| Debt Instrument, basis spread on variable rate |
1.50%
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| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Credit Agreement Amendment Two | SOFR plus 10 basis Point Credit Spread |
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|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
2.50%
|
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Maximum | Amended Senior Credit Facilities |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
|
2.50
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Maximum | Credit Agreement Amendment Two |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
2.50
|
|
|
|
2.50
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Minimum | Amended Senior Credit Facilities |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
|
2.00
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.50 but Greater Than 2.00 | Minimum | Credit Agreement Amendment Two |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
2.00
|
|
|
|
2.00
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Amended Senior Credit Facilities |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Unused line fee percentage |
|
35.00%
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Amended Senior Credit Facilities | LIBOR |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
|
2.25%
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Amended Senior Credit Facilities | Base Rate |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
|
1.25%
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Credit Agreement Amendment Two | SOFR |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
0.10%
|
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Credit Agreement Amendment Two | Base Rate |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
1.25%
|
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Credit Agreement Amendment Two | SOFR plus 10 basis Point Credit Spread |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
2.25%
|
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Maximum | Amended Senior Credit Facilities |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
|
2.00
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Maximum | Credit Agreement Amendment Two |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
2.00
|
|
|
|
2.00
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Minimum | Amended Senior Credit Facilities |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
|
1.50
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 2.00 but Greater Than 1.50 | Minimum | Credit Agreement Amendment Two |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
1.50
|
|
|
|
1.50
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 1.50 | Amended Senior Credit Facilities |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
|
1.50
|
|
|
|
|
|
|
|
| Unused line fee percentage |
|
30.00%
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 1.50 | Amended Senior Credit Facilities | LIBOR |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
|
2.20%
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 1.50 | Amended Senior Credit Facilities | Base Rate |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
|
1.00%
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 1.50 | Credit Agreement Amendment Two |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Net leverage ratio |
1.50
|
|
|
|
1.50
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 1.50 | Credit Agreement Amendment Two | SOFR |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
0.10%
|
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 1.50 | Credit Agreement Amendment Two | Base Rate |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
1.00%
|
|
|
|
|
|
|
|
|
| Net Leverage Ratio Less Than or Equal to 1.50 | Credit Agreement Amendment Two | SOFR plus 10 basis Point Credit Spread |
|
|
|
|
|
|
|
|
|
| Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
| Debt Instrument, basis spread on variable rate |
2.20%
|
|
|
|
|
|
|
|
|