v3.26.1
Long-term debt
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Long-term debt Long-term debt
Long-term debt consisted of the following:
As of
(in thousands)March 31,
2026		December 31,
2025
2026 Term Loan Facility
$150,000 $— 
2026 Revolving Credit Facility
15,000 — 
2021 Term Loan Facility— 148,953 
2021 Revolving Credit Facility— 5,000 
Unamortized debt issuance costs
(1,497)(544)
Total debt$163,503 $153,409 
Less: current portion, net of debt issuance costs of $333 and $357, respectively
(7,167)(21,807)
Total long-term debt$156,336 $131,602 
Amendment and Restatement Agreement
On March 25, 2026, QuoteLab, LLC (the "Borrower") and QLH entered into an amendment and restatement agreement (the “Amendment and Restatement Agreement”) amending and restating the Credit Agreement dated as of September 23, 2020, as previously amended (the “Existing Credit Agreement” and, as amended and restated by the Amendment and Restatement Agreement), with the lenders that are party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
The Amendment and Restatement Agreement provides for (i) a new five-year senior secured term loan facility in an aggregate principal amount of $150 million (the "2026 Term Loan Facility"), and (ii) a new five-year senior secured revolving credit facility with commitments in an aggregate amount of $60 million (the "2026 Revolving Credit Facility" and, together with the 2026 Term Loan Facility, the "2026 Credit Facilities"), which replaced the existing term loan facility and revolving credit facility under the Existing Credit Agreement. The proceeds of the 2026 Term Loan Facility, together with $15.0 million drawn on the 2026 Revolving Credit Facility upon the closing of the transaction, were used to refinance the $146.6 million of existing term loans outstanding and $5.0 million of existing revolving loans outstanding under the Existing Credit Agreement, and to pay the accrued and unpaid interest on such loans as of the date of the Amendment and Restatement Agreement and the fees related to the refinancing transactions, as well as to provide cash for general corporate purposes.
The obligations under the 2026 Credit Facilities are secured by substantially all assets of the Borrower and the Amendment and Restatement Agreement contains customary affirmative, negative and financial covenants and default provisions. The financial covenants include a minimum Fixed Charge Coverage Ratio and a maximum Total Net Leverage Ratio (in each case, as defined in the Amendment and Restatement Agreement). Non-financial covenants include restrictions on investments, dividends, asset sales, and the incurrence of additional debt and liens. As of March 31, 2026, the Company was in compliance with all of such covenants.
Borrowings under the Amendment and Restatement Agreement will bear interest at a rate equal to, at the option of the Borrower, (i) Term Secured Overnight Financing Rate ("SOFR") plus an applicable margin, (ii) Daily Simple SOFR plus an
applicable margin or (iii) Alternate Base Rate plus an applicable margin (in each case, as defined in the Amendment and Restatement Agreement). The applicable margins will be based on the Borrower’s consolidated total net leverage ratio as calculated under the terms of the Amendment and Restatement Agreement for the prior fiscal quarter and range from 2.00% to 3.00% with respect to the SOFR-based rates and 1.00% to 2.00% with respect to the Alternate Base Rate.
Loans under the 2026 Credit Facilities will mature on March 25, 2031. Loans under the 2026 Term Loan Facility will amortize quarterly, beginning with the fiscal quarter ending June 30, 2026, by an amount equal to (i) through the fiscal quarter ending March 31, 2030, 1.25% of the original aggregate principal amount of the term loans and (ii) for each fiscal quarter thereafter, 2.50% of the original aggregate principal amount of the term loans. Loans under the Amendment and Restatement Agreement may be prepaid, at the option of the Borrower, at any time without premium. Term loans under the Amendment and Restatement Agreement are required to be prepaid from time to time with the proceeds of non-ordinary course asset sales and casualty and condemnation events, subject to customary exceptions.
The 2026 Term Loan Facility was treated as a debt restructuring that included both debt modifications and extinguishments, in addition to new debt issuances. The Company capitalized $1.5 million of new and existing deferred financing costs, which are classified within the current portion of long-term debt and long-term debt, net of current portion on the consolidated balance sheet and will be amortized over the term of the 2026 Term Loan Facility. Third-party costs of $1.1 million allocated to modifications to the 2026 Term Loan Facility were recorded as general and administrative expenses in the consolidated statement of operations. New and existing third-party costs and fees of $1.0 million paid to lenders and allocated to the 2026 Revolving Credit Facility were capitalized and classified within prepaid expenses and other current assets on the consolidated balance sheet and will be amortized over the term of the 2026 Revolving Credit Facility.
During the three months ended March 31, 2026, the Company recognized a loss on extinguishment of the 2021 Credit Facilities of $0.2 million, which has been recorded within other expenses, net on the consolidated statement of operations.
Existing Credit Agreement
On July 29, 2021, QuoteLab, LLC (“Borrower”) and QLH entered into an amendment (the "First Amendment") to the 2020 Credit Agreement dated as of September 23, 2020, with the lenders that are party thereto and JPMorgan Chase Bank, N.A., as administrative agent (as amended by the First Amendment, the “Credit Agreement”). On June 8, 2023, the Borrower and QLH entered into a Second Amendment (the “Second Amendment”) to the Credit Agreement (as amended by the Second Amendment, the “Existing Credit Agreement”).
On August 4, 2025 ("Effective Date"), the Borrower and QLH entered into a Third Amendment (the “Third Amendment”) to the Existing Credit Agreement (as amended by the Third Amendment, the “Amended Credit Agreement”), pursuant to which lenders representing $138.1 million in aggregate principal amount of term loans outstanding under the 2021 Term Loan Facility as of the Effective Date agreed to extend the maturity date by one year, to July 29, 2027 ("Extended Term Loans"). The remaining $13.3 million in aggregate principal amount of term loans outstanding under the 2021 Term Loan Facility, as of the Effective Date (the “Non-Extended Term Loans” and, together with the Extended Term Loans, the “Term Loans”) will mature on July 29, 2026. The Term Loans amortize quarterly, beginning with December 31, 2021 and ending with (a) June 30, 2026, in the case of the Non-Extended Term Loans, and (b) June 30, 2027, in the case of the Extended Term Loans, by an amount equal to 1.25% of the aggregate principal amount of the Term Loans initially made on July 29, 2021. Also, as of the Effective Date, the lenders representing $45.6 million in aggregate amount of revolving commitments and related loans under the 2021 Revolving Credit Facility ($4.6 million in aggregate principal amount of which are drawn as of the Effective Date) agreed to extend the maturity date by one year, to July 29, 2027. The remaining $4.4 million in aggregate amount of revolving commitments and related loans under the 2021 Revolving Credit Facility ($0.4 million in aggregate principal amount of which are drawn as of the Effective Date) will mature on July 29, 2026. The Third Amendment was treated as a debt modification and the costs associated with the modification were not material to the consolidated financial information.
The Third Amendment did not impact the covenants or other terms and conditions under the Existing Credit Agreement and did not result in any additional cash proceeds to the Company.
The Company incurred interest expense on the 2021 Term Loan Facility and 2026 Term Loan Facility of $2.2 million and $2.7 million for the three months ended March 31, 2026 and 2025, respectively. Interest expense included amortization of debt issuance costs on the 2021 Credit Facilities and 2026 Credit Facilities of $0.1 million and $0.2 million for the three months ended March 31, 2026 and 2025, respectively.
As of March 31, 2026, the Company’s borrowing capacity available under the 2026 Revolving Credit Facility was $45.0 million. The undrawn portion of the 2026 Revolving Credit Facility carries a commitment fee that ranges from 0.30% to 0.50% based on the Company’s consolidated total net leverage ratio, and such fee was 0.35% as of March 31, 2026. The
Company incurred interest expense on the 2021 Revolving Credit Facility and 2026 Revolving Credit Facility of $0.1 million for the three months ended March 31, 2026 and 2025, respectively. As of March 31, 2026, the Company’s interest rate on the outstanding borrowings under the 2026 Term Loan Facility and 2026 Revolving Credit Facility was 5.97%.
Accrued interest was $0.2 million as of March 31, 2026 and $2.4 million as of December 31, 2025, and is included within accrued expenses on the consolidated balance sheets.
The expected future principal payments for all borrowings as of March 31, 2026 were as follows:
(in thousands)Contractual maturity
2026–Remaining Period$5,625 
20277,500 
20287,500 
20297,500 
203013,125 
Thereafter
123,750 
165,000 
Unamortized debt issuance costs(1,497)
Total debt$163,503