v3.25.2
DEBT
6 Months Ended
Jun. 30, 2025
DEBT  
DEBT

8.DEBT

Credit Agreement

The Company has a credit agreement (“Credit Agreement”) with a banking syndicate, which initially provided (i) a term loan in the aggregate amount of $50,000 (the “Term Loan”); and (ii) a $200,000 revolving facility (the “Line of Credit”). On May 10, 2024, the Company repaid the outstanding Term Loan balance in full.

On November 4, 2024, the Company entered into a Fifth Amendment to the Credit Agreement (the “Fifth Amendment”), which provided for, among other modifications, an increase in the Line of Credit commitment from $200,000 to $300,000 and an extension of the maturity date to November 4, 2029.

The Company had no outstanding borrowings under the Credit Agreement at June 30, 2025 or December 31, 2024.

Indenture and Notes

On April 26, 2024, the Company issued $345,000 aggregate principal amount of 0.750% Convertible Senior Notes due 2029 (the “Notes”) to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended. The Notes bear interest at a rate of 0.750% per annum on the principal amount thereof, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2024. The Notes will mature on May 1, 2029, unless earlier repurchased, redeemed or converted in accordance with their terms.

There have been no changes to the initial conversion price of the Notes since issuance. The Notes are convertible into the Company’s Class A common stock at the option of the holders. As of June 30, 2025, none of the Notes were converted.

Capped Call Transactions

In connection with the pricing of the Notes on April 23, 2024, the Company entered into privately negotiated capped call transactions (the “Base Capped Call Transactions”) with certain financial institutions (together, the “Option Counterparties”). In connection with the exercise of the option to purchase the additional Notes in full, the Company entered into additional capped call transactions with the Option Counterparties (together with the Base Capped Call Transactions, the “Capped Call Transactions”).

The Company’s indebtedness at June 30, 2025 and December 31, 2024 was as follows:

As of June 30, 2025 (unaudited)

As of December 31, 2024

Principal Amount

Discounts and Deferred Financing Costs

Net Carrying Amount

    

Principal Amount

Discounts and Deferred Financing Costs

Net Carrying Amount

Convertible senior notes, non-current

345,000

(8,651)

336,349

345,000

(9,780)

335,220

Total debt

$

345,000

$

(8,651)

$

336,349

$

345,000

$

(9,780)

$

335,220

The Company’s interest expense related to the Notes is as follows:

For the three months ended June 30,

For the six months ended June 30,

2025

2024

2025

2024

(unaudited)

(unaudited)

Contractual interest expense

$

647

$

431

$

1,294

$

431

Amortization of issuance costs

564

376

1,128

376

Total interest expense, convertible senior notes

$

1,211

$

807

$

2,422

$

807