v3.25.1
Debt and Finance Lease Obligations
 6 Months Ended
Apr. 30, 2025
Debt Disclosure [Abstract]  
Debt and Finance Lease Obligations Debt and Finance Lease Obligations
Long-term debt consisted of the following at April 30, 2025 and October 31, 2024 (in thousands):
April 30,
2025		October 31,
2024
Term Loan A Facility481,250 493,750 
Revolving Credit Facility242,500 222,500 
Finance lease obligations and other61,272 60,676 
Unamortized deferred financing fees(12,511)(13,983)
Total debt$772,511 $762,943 
Less: Current maturities of long-term debt26,124 25,745 
Long-term debt$746,387 $737,198 
Revolving Credit Facility and Term A Facility
On June 12, 2024, in connection with the Tyman Acquisition, the Company, Wells Fargo Bank, National Association (“Wells Fargo Bank”, acting as agent, swingline lender and issuing lender, the “Agent”), the other entities therein specified in the capacities therein specified, and the lenders parties thereto, entered into an amendment to the Company’s Second Amended and Restated Credit Agreement, dated as of July 6, 2022 (the “Existing Credit Agreement”, and the Existing Credit Agreement as so amended, the “Amended Credit Agreement”). The Amended Credit Agreement did not become effective until August 1, 2024 upon the completion of the Tyman Acquisition. Our previous credit facility is more fully described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024.
The Amended Credit Agreement (i) increased the senior secured revolving credit facility to an aggregate principal amount of $475 million (the “Revolving Credit Facility”) and (ii) provides for a senior secured term loan A facility in an aggregate
principal amount of $500 million (the “Term A Facility” and together with the Revolving Credit Facility, the “Facilities”). The Revolving Credit Facility includes alternative currency, letter of credit, and swing-line sub-facilities of $100 million, $30 million, and $15 million, respectively. We capitalized $13.8 million of deferred financing fees related to the Amended Credit Agreement. The maturity date of the Facilities is five years after the acquisition effective date, maturing on August 1, 2029.
The Term A Facility amortizes on a quarterly basis at 5% per annum of the original principal amount of the Term A Facility, with the remainder due at maturity. The Term A Facility must be prepaid with 100% of the net cash proceeds of the issuance or incurrence of debt and 100% of the net cash proceeds of all asset sales, insurance and condemnation recoveries, and other asset dispositions.
Borrowings under the Facilities bear interest, at our option, at (1) the Base Rate plus an applicable margin or (2) Adjusted Term SOFR plus an applicable margin. The applicable margin will range from 1.0% to 1.75% for Base Rate loans and 2.0% to 2.75% for Adjusted Term SOFR loans. In addition, we are subject to commitment fees for the unused portion of the Revolving Credit Facility.
The applicable margin and commitment fees are outlined in the following table:
Pricing LevelConsolidated Net Leverage RatioCommitment FeeTerm SOFR Loans, Eurocurrency Rate Loans and RFR LoansBase Rate Loans
ILess than or equal to 1.50 to 1.000.150%2.00%1.00%
IIGreater than 1.50 to 1.00, but less than or equal to 2.25 to 1.000.175%2.25%1.25%
IIIGreater than 2.25 to 1.00, but less than or equal to 3.00 to 1.000.200%2.50%1.50%
IVGreater than 3.00 to 1.000.250%2.75%1.75%
In the event of default, outstanding borrowings would accrue interest at the Default Rate, as defined, whereby the obligations will bear interest at a per annum rate equal to 2% above the total per annum rate otherwise applicable.
The Amended Credit Agreement provides for incremental revolving credit commitments for a minimum principal amount of (1) $310.0 million and (2) 100% of Consolidated EBITDA, subject to the lender's discretion to elect or decline the incremental increase. We can also borrow up to the lesser of $15.0 million or the revolving credit commitment, as defined, under a Swingline feature of the Amended Credit Agreement.
The Amended Credit Agreement contains a: (1) Consolidated Interest Coverage Ratio requirement whereby we must not permit the Consolidated Interest Coverage Ratio, as defined, to be less than 3.00 to 1.00, and (2) Consolidated Net Leverage Ratio requirement, whereby we must not permit the Consolidated Net Leverage Ratio, as defined, to be greater than 3.25 to 1.00. The consolidated Net Leverage Ratio following a Permitted Acquisition, such as Tyman, must not be greater than 3.75 to 1.00 each fiscal quarter ending during the four fiscal quarter period immediately following such acquisition.
In addition to maintaining these financial covenants, the Facilities also limit our ability to enter into certain business transactions, such as to incur indebtedness or liens, to acquire businesses or dispose of material assets, make restricted payments, pay dividends (limited to $35.0 million per year) and other transactions as further defined in the Amended Credit Agreement. Some of these limitations, however, do not take effect so long as Consolidated Net Leverage Ratio is less than or equal to 2.75 to 1.00 and available liquidity exceeds $25.0 million. Substantially all of our domestic assets, with the exception of real property, are used as collateral for the Amended Credit Agreement.
As of April 30, 2025, we had $723.8 million borrowings outstanding under the Facilities, $12.5 million of unamortized debt issuance costs, $6.1 million of outstanding letters of credit, and $61.3 million outstanding primarily under finance leases and other debt. We had $226.4 million available for use under the Facilities at April 30, 2025. The borrowings outstanding as of April 30, 2025 under the Facilities accrue interest at 6.67% per annum, and our weighted-average borrowing rate for borrowings outstanding during the six months ended April 30, 2025 and 2024 was 6.83% and 6.69%, respectively. We were in compliance with our debt covenants as of April 30, 2025.