v3.26.1
Financing Arrangements
3 Months Ended
Apr. 30, 2026
Debt Disclosure [Abstract]  
Financing Arrangements

Note 12: Financing Arrangements

Revolving Credit Facility

The Company maintains a credit agreement with Citizens Bank, N.A., as amended through December 2025 (the "Credit Agreement"). The Credit Agreement has a five-year term and provides for a term loan facility of up to $65.0 million and a revolving credit facility of up to $10.0 million.

In December 2025, the Company borrowed $65.0 million under the Credit Agreement as a term loan maturing on December 1, 2030 and used the proceeds to finance the Company’s acquisitions of FluentStream and Phone.com (see Note 13: Business Acquisitions). During the three months ended April 30, 2026, the Company prepaid $5.0 million of its term loan borrowings, reducing the outstanding term loan balance to $53.5 million as of April 30, 2026.

Borrowings under the Credit Agreement would bear interest, at the Company’s option for revolving loans, at either (i) the Alternate Base Rate plus the Applicable Margin (as defined in the Credit Agreement), or (ii) Term Secured Overnight Financing Rate ("SOFR") plus the Applicable Margin (as defined in the Credit Agreement). The applicable margin under the Credit Agreement is 1.25% for Alternate Base Rate loans and 2.00% for SOFR loans under the Revolving Facility, and 2.50% for Term Loans. The Alternate Base Rate is the highest of (a) the Agent’s prime rate, (b) the federal funds effective rate plus 0.50% per annum, and (c) the Daily SOFR rate plus 1.00% per annum, with a minimum floor of zero. “Term SOFR” is a forward-looking rate published by CME Group Benchmark Administration Limited plus a 0.10% adjustment, subject to a floor of zero. Upon the occurrence of an event of default, the interest rate on outstanding borrowings increases by 5.00% per annum. The Company is required to pay a commitment fee on the unused portion of the secured revolving credit facility of 0.35% per annum.

The Credit Agreement includes customary covenants, including financial covenants requiring the Company to maintain specified leverage and fixed-charge coverage ratios, as well as minimum liquidity levels. The Credit Agreement also contains customary events of default.

In connection with the Credit Agreement, the Company incurred debt issuance costs and lender fees associated with the Credit Agreement of $0.6 million which was recorded as a debt discount. The debt discount is amortized in interest expense using the straight-line method over the amended term of the Credit Agreement.

As of April 30, 2026, the carrying value of the Term Loan, net of unamortized debt discount and issuance costs, was $52.9 million, at the effective interest rate of 6.3%. Accordingly, $10.0 million of borrowing capacity is available for the purposes permitted by the Credit Agreement. As of April 30, 2026, the Company was in compliance with the covenants contained in the Credit Agreement.

The contractual future principal payments for all borrowings as of April 30, 2026 were as follows (in thousands):

Fiscal Years Ending January 31,

 

 

 

 

 

 

 

 

 

 

Future minimum payments

 

2027 remainder

 

 

 

 

 

 

 

 

 

 

$

 

1,500

 

2028

 

 

 

 

 

 

 

 

 

 

 

 

13,000

 

2029

 

 

 

 

 

 

 

 

 

 

 

 

13,000

 

2030

 

 

 

 

 

 

 

 

 

 

 

 

13,000

 

2031

 

 

 

 

 

 

 

 

 

 

 

 

13,000

 

Total principal

 

 

 

 

 

 

 

 

 

 

$

 

53,500