v3.26.1
Long-Term Debt
3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Long-Term Debt
Note 5. Long-Term Debt
The following table sets forth the net carrying amount of the Company’s long-term debt (in thousands):
Debt InstrumentMaturity DateMarch 31, 2026December 31, 2025
2030 Senior Notes
Aug 15, 2030$325,000 $350,000 
Term Loan under Credit Agreement (1)
Sep 11, 2030890,683 302,250 
Revolving Credit Facility under Credit Agreement (2)
Sep 11, 2030— — 
2026 Convertible Notes (3)
Mar 15, 2026— 609,065 
Total principal amount1,215,683 1,261,315 
Less: unamortized debt discount and issuance costs on long-term debt(10,036)(7,519)
Less: current portion of long-term debt, net (4)
(46,269)(624,216)
Net carrying amount of long-term debt$1,159,378 $629,580 
(1)The Company has $50.0 million available for drawdown under the Term Loan as of March 31, 2026.
(2)The Company has $305.0 million available for borrowing under the Revolving Credit Facility as of March 31, 2026.
(3)The Company settled the remaining $609.1 million principal of the 2026 Convertible Notes in cash on the original maturity date in March 2026.
(4)As of March 31, 2026, the current portion of long-term debt, net, consists of the $46.3 million in expected principal payments due on the Term Loan. The Term Loan requires quarterly principal payments of approximately 1.27% of the refinanced $910.0 million principal amount drawn, with balance due at maturity.
The following table sets forth the future minimum principal payments for long-term debt as of March 31, 2026 (in thousands):
Term Loan2030 Senior NotesTotal
2026 remaining$34,703 $— $34,703 
202746,269 — 46,269 
202846,269 — 46,269 
202946,269 — 46,269 
2030 onwards717,173 325,000 1,042,173 
Total principal amount$890,683 $325,000 $1,215,683 
2030 Senior Notes
In August 2023, the Company issued $400.0 million aggregate principal amount of the 2030 Senior Notes in a private offering. The 2030 Senior Notes are senior unsecured obligations of the Company and bear interest at a fixed rate of 8.5% per annum payable semi-annually in arrears on February 15th and August 15th of each year. The 2030 Senior Notes are guaranteed by the Company’s domestic subsidiaries and are subject to certain covenants and redemption provisions outlined in the indenture governing the 2030 Senior Notes (the “Senior Notes Indenture”).
In June 2025, the Company repurchased $50.0 million of principal on its 2030 Senior Notes for an aggregate repurchase price of $53.9 million. This repurchase resulted in the recognition of a $4.7 million loss on debt extinguishment. In March 2026, the Company repurchased $25.0 million of principal on its 2030 Senior Notes for an aggregate repurchase price of $26.3 million. This repurchase resulted in the recognition of a $1.6 million loss on debt extinguishment. These losses, primarily due to call premiums, are recorded in Other income (expense), net in the Condensed Consolidated Statements of Operations.
As of March 31, 2026, the carrying value of the outstanding 2030 Senior Notes, net of unamortized debt discount and issuance costs, was $320.4 million, and the Company was in compliance with all covenants under the Senior Notes Indenture. The effective interest rate on the 2030 Senior Notes was 8.9% as of March 31, 2026.
In April 2026, the Company repurchased additional $75.0 million of principal on its 2030 Senior Notes, using our cash on hand. Following this repurchase, $250.0 million of aggregate principal of the 2030 Senior Notes remains outstanding.
Credit Agreement
The Company maintains a credit agreement with certain lenders, as amended through September 2025 (the "Credit Agreement"), providing for delayed draw term loan commitments and a revolving credit facility (the "Revolving Credit Facility").
On March 12, 2026, the Company borrowed $600.0 million under the Term Loan and used the proceeds, together with $9.1 million of cash on hand, to repay in full the $609.1 million outstanding principal amount of the 2026 Convertible Notes. As a result, as of March 31, 2026, the total outstanding Term Loan balance was $890.7 million. As of March 31, 2026, $50.0 million of the Term Loan remains available for draw until September 30, 2026. Additionally, the $305.0 million Revolving Credit Facility commitments remain available for draw until September 11, 2030, at which time it will terminate, and all outstanding revolving loans under the facility will be due and payable. The Company will continue to pay a quarterly ticking fee of 0.30% per annum on the daily unused amount of the Term Loan and up to 0.35% per annum on the daily unused amount of the Revolving Credit Facility commitments until the earlier of the funding or the end of the availability period. Any drawdown under the Credit Agreement would be subject to compliance with the restrictive covenants in the Senior Notes Indenture.
The credit facilities are guaranteed by certain material domestic subsidiaries of the Company, and secured by substantially all of the personal property of the Company and such subsidiary guarantors.
Borrowings under the Credit Agreement bear interest, at the Company’s option, at either: (a) the fluctuating rate per annum equal to the greatest of (i) the prime rate then in effect, (ii) the federal funds rate then in effect, plus 0.5% per annum, (iii) an adjusted term Secured Overnight Financing Rate (“SOFR”) determined on the basis of a one-month interest period plus 1.0% and (iv) 1.0%, in each case, plus a margin of between 0.375% and 1.375%; and (b) an adjusted term SOFR rate (based on one, three or six month interest periods), plus a margin of between 1.375% and 2.375%. The applicable margin in each case is determined based on the Company’s total net leverage ratio and varies between tranches of Term Loans. Interest is payable quarterly in arrears with respect to borrowings bearing interest at the alternate base rate or on the last day of an interest period, but at least every three months, with respect to borrowings bearing interest at the term SOFR rate.
As of March 31, 2026, the carrying value of the Term Loan, net of unamortized debt discount and issuance costs, was $885.2 million. In connection with the Credit Agreement, the Company incurred $18.0 million of total debt issuance costs, since inception, of which $12.1 million was capitalized in the Condensed Consolidated Balance Sheets and amortized primarily using the effective interest rate over the term of the Credit Agreement, while the remaining amount was expensed in the period incurred. As of March 31, 2026, the effective interest rate on the Term Loan was 5.7%. As of March 31, 2026, the Company was in compliance with all covenants under the Credit Agreement.
The following table sets forth the interest expense recognized related to long-term debt (in thousands):
Three Months Ended
March 31,
20262025
Contractual interest expense$13,124 $14,338 
Amortization of debt discount and issuance costs976 1,131 
Total interest expense related to long-term debt$14,100 $15,469 
Convertible Notes
In March 2026, the Company repaid the remaining $609.1 million of principal of the 2026 Convertible Notes using $600.0 million drawn under the Term Loan, and $9.1 million of cash on hand. Following this repayment, no convertible notes remain outstanding.