Debt |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt | Debt Our second amended and restated credit agreement (the “Credit Agreement”) governing our senior unsecured bank revolving credit facility (the “Revolving Credit Facility”) has a revolving line of credit limit of $900.0 million and an incremental facility allowing for increases of up to $300.0 million, plus additional amounts, subject to certain conditions, which was exercised in connection with the Incremental Term Loan (as defined below). Our Revolving Credit Facility is unsecured, based on the Company’s investment grade credit rating, with only unsecured guarantees being provided by substantially all of our wholly owned domestic subsidiaries. On March 17, 2026, we entered into an incremental amendment to our Credit Agreement (the “Incremental Amendment”) which provides for a term loan in the aggregate amount of $300.0 million (the “Incremental Term Loan”). The Incremental Term Loan matures on March 17, 2029, and requires the Company to pay customary fees and expenses. The table below presents the components of our debt:
(1)There were no current portions of long-term debt as of March 31, 2026 and December 31, 2025. The Company classified the borrowings under the Revolving Credit Facility as long-term debt in the accompanying Condensed Consolidated Balance Sheets, as we have the intent and unilateral ability to refinance any borrowings on a continuous basis through the maturity of the Revolving Credit Facility on November 21, 2027. Borrowings under the Revolving Credit Facility bear interest at a rate equal to, in the case of: (i) U.S. dollars (“USD”), at our option, Adjusted Term Secured Overnight Financing Rate (“SOFR”) or Adjusted Daily Simple SOFR, (ii) euros, Euro Interbank Offered Rate, (iii) British pounds, Sterling Overnight Index Average Reference Rate, (iv) Australian dollars, Bank Bill Swap Reference Bid Rate, (v) Canadian dollars, Canadian Dollar Offered Rate, (vi) Swiss francs, Swiss Average Rate Overnight, and (vii) Japanese yen, Tokyo Interbank Offered Rate, in each case, plus an applicable margin that will fluctuate between 1.25% per annum and 2.00% per annum based upon the Company’s Consolidated Total Net Leverage Ratio (as defined in the Credit Agreement) at such time or, in the case of USD borrowings, an alternative base rate plus an applicable margin that will fluctuate between 0.25% per annum and 1.00% per annum based upon the Company’s Consolidated Total Net Leverage Ratio at such time. The alternative base rate is a fluctuating rate per annum equal to the highest of (1) the Federal Funds rate (as defined in the Credit Agreement) plus the sum of 50 basis points, (2) the rate of interest in effect for such day as the prime rate announced by Bank of America, and (3) the one-month Adjusted Term SOFR plus 100 basis points. Under the Revolving Credit Facility, we are required to pay a commitment fee rate that fluctuates between 0.20% and 0.35% per annum and a letter of credit fee rate that fluctuates between 1.25% and 2.00% per annum, in each case, based upon the Company’s Consolidated Total Net Leverage Ratio. The Incremental Term Loan bears interest, at the Company’s option, at either the SOFR (plus a credit spread adjustment of 0.10%) or the “base rate,” (as defined in the Incremental Amendment) in each case, plus an applicable margin (at the ranges described above) based on the Company’s Consolidated Total Net Leverage Ratio.
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