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| Borrowings |
9. Borrowings
Amounts outstanding under the Company’s Senior Credit Facilities (as defined below) and notes payable
consisted of the following:
Third
Amended and Restated Credit Facility
On December 5, 2013, the Company entered into an Amended and Restated Credit Agreement with a commitment for a $125.0 million revolving credit facility. This agreement was amended and/or restated in August 2015, January 2016, March 2017, November 2017, January 2021 and June 2022 (“Prior Credit
Facility”). The Prior Credit facility provided for total borrowings of $325.0 million, consisting of a $175.0 million revolving credit facility and a $150.0
million term loan.
Fourth Amended and Restated Credit Facility
On April 14, 2026, the Company entered into the Fourth Amended and Restated Credit Agreement (the “Credit Agreement”) among Bank of America, N.A., as administrative agent (“Administrative Agent”)
and the lenders from time-to-time party thereto.
The Credit Agreement, which matures on April 14, 2031, provides for loans in an aggregate principal amount
of $450.0 million. Such loans are available through the following facilities
(collectively, the “Senior Credit Facilities”):
The proceeds of the Revolving Facility have been and shall continue to be used by the Company for working capital and other general corporate
purposes of the Company and its subsidiaries, including funding future acquisitions and investing in growth opportunities. The proceeds of the Term Facility were used by the Company to refinance the indebtedness outstanding under the Prior
Credit Facility.
The Company is permitted to increase the Revolving Facility and/or add one or more tranches of term loans in an aggregate amount not to exceed the sum of (i) $125 million plus (ii) an
unlimited additional amount, provided that (in the case of clause (ii)), after giving effect to such increases, the pro forma Consolidated Leverage Ratio (as defined in the Credit Agreement) would not exceed 2.5:1.0.
The interest rates per annum applicable to the Senior Credit Facilities (other
than in respect of Swingline Loans) will be Term SOFR as defined in the agreement plus an applicable margin or, at our option, an alternate base rate plus an applicable margin. Interest is payable at the end of the selected interest period but no less frequently than quarterly and on the date of maturity.
The Company will also pay to the Administrative Agent, for the account of each lender under the Revolving Facility, a commitment fee equal to
the actual daily excess of each lender’s commitment over its outstanding credit exposure under the Revolving Facility (“unused fee”). Such unused fee will range between 0.25% and 0.35% per annum and is also based on the Consolidated Leverage
Ratio of the Company and its subsidiaries. The Company may prepay and/or repay the revolving loans and the term loans, in whole or in part, at any time without premium or penalty, subject to certain conditions.
The Credit Agreement contains customary covenants limiting, among other things, the incurrence of additional indebtedness, the creation of
liens, mergers, consolidations, liquidations and dissolutions, sales of assets, dividends, and other payments in respect of equity interests, acquisitions, investments, loans and guarantees, subject, in each case, to customary exceptions,
thresholds and baskets. The Credit Agreement includes certain financial covenants which include the Consolidated Fixed Charge Coverage Ratio and the Consolidated Leverage Ratio, as defined in the Credit Agreement. The Credit Agreement also
contains customary events of default.
The Company’s obligations under the Credit Agreement are guaranteed by our wholly owned material domestic subsidiaries (each, a “Guarantor”), and our obligations and any Guarantors are secured by a
perfected first priority security interest in substantially all of our existing and future personal property and each Guarantor, subject to certain exceptions.
As of June 30, 2026,
$175.0 million was outstanding on the Term Facility while $46.0 million was outstanding under the Revolving Facility resulting in $229.0
million of credit availability.
As of June 30, 2026,
the Company was in compliance with all of the covenants contained in the Credit Agreement.
The effective
interest rate on the Company’s Senior Credit Facilities was 5.3% for the three months ended June 30, 2026 and 5.1% for the three months ended, June 30 2025. The effective interest rate on the Company’s Senior Credit Facilities was 5.4% and 5.5% for the six months ended
June 30, 2026 and 2025, respectively.
In connection with
entering into the new Credit Agreement, the Company recorded a loss on extinguishment of debt of approximately $0.1 million, consisting
primarily of the write-off of unamortized debt issuance costs related to lenders that did not participate in the new credit facility. Debt issuance costs of approximately $2.2 million associated with new and continuing lenders were carried forward and will be amortized over the remaining term of the amended credit agreement.
Other Borrowings
The Company generally enters into various notes payable as a means of financing acquisitions. As of
June 30, 2026, the Company’s remaining outstanding balance on these notes amounted to $1.5 million, of which $0.3 million is due in 2026, $0.7 million is due in 2027, and $0.5 million is due in 2028.
Notes are generally payable in equal annual installments of principal over two years plus any accrued and unpaid interest. Interest
accrues at various interest rates ranging from 4.5% to 8.5% per annum.
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