Debt |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt | Debt On June 30, 2026, we entered into a third amended and restated credit agreement (as amended and restated, the “Credit Agreement”) governing our senior unsecured bank revolving credit facility (the “Revolving Credit Facility”) and our Incremental Term Loan (as defined below), to, among other things, (i) extend the maturity date of the Revolving Credit Facility to June 30, 2031, (ii) increase the revolving line of credit limit from $900.0 million to up to $1.5 billion, with the existing $300.0 million Incremental Term Loan remaining outstanding under the Credit Agreement, and (iii) permit the Company to incur incremental facilities in an aggregate amount of up to (a) the greater of $500.0 million and 100% of consolidated EBITDA, plus (b) an unlimited amount, subject to certain conditions. Our Revolving Credit Facility is unsecured, based on the Company’s investment grade credit rating from S&P Global, with only unsecured guarantees being provided by certain of our material wholly-owned domestic subsidiaries. On March 17, 2026, we entered into an incremental amendment to our second amended and restated 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. We incurred $4.6 million and $5.4 million of debt issuance costs during the three and six months ended June 30, 2026, respectively, associated with the amendment and restatement of the Credit Agreement and the Incremental Amendment. The table below presents the components of our debt:
(1)There were no current portions of long-term debt as of June 30, 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 June 30, 2031. Borrowings under the Revolving Credit Facility and the Incremental Term Loan bear interest, at the Company’s option, at a rate based on a term or daily Secured Overnight Financing Rate (“SOFR”) plus an applicable margin, or a base rate plus an applicable margin. The applicable margins are variable and fluctuate between 1.00% and 1.625% per annum based upon the Company’s credit ratings (as defined in the Credit Agreement) at such time or a base rate plus an applicable margin that will fluctuate between 0.00% and 0.625% per annum based upon the Company’s credit ratings at such time. The 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 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 Term SOFR plus 100 basis points. Under the Revolving Credit Facility, we are required to pay a commitment fee rate that fluctuates between 0.125% and 0.275% per annum and a letter of credit fee rate that fluctuates between 1.00% and 1.625% per annum, in each case, based upon the Company’s credit ratings.
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