v3.26.1
DEBT
 6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
DEBT DEBT
Credit Facilities
In connection with the Distribution, on April 27, 2026, the Company entered into a senior unsecured credit agreement (the “Credit Agreement”) with Bank of America, N.A. as Administrative Agent, establishing the following facilities:
•a four-year senior unsecured U.S. dollar-denominated term loan facility in a principal amount of $350.0 million (the “USD Term Loan”);
•a four-year senior unsecured euro-denominated term loan facility in a principal amount of €150.0 million (the “EUR Term Loan” and, together with the USD Term Loan, the “Term Loans”); and
•a five-year senior unsecured revolving credit facility, including two one-year extension options subject to lender consent, in an aggregate principal amount of up to $500.0 million (the “Revolving Credit Facility” and, together with the Term Loans, the “Credit Facilities”), including a $50.0 million letter of credit sub-limit and a $50.0 million swingline loan sub-limit.
The Credit Agreement also provides for an incremental facility permitting additional commitments of up to $250.0 million, subject to certain conditions.
The Term Loans were drawn in full on May 22, 2026.
Outstanding Borrowings
The Company’s outstanding debt obligations are as follows:
As of
Stated Interest Rate as of June 30, 2026MaturityJune 30, 2026December 31, 2025
USD Term Loan4.9 %2030$350,000 $— 
EUR Term Loan3.4 %2030171,114 — 
Revolving Credit Facility - USD4.9 %203173,500 — 
Revolving Credit Facility - EUR3.4 %203128,520 — 
Other short-term borrowings22,903 — 
Total principal$646,037 $— 
Less: Unamortized debt issuance costs1,850 — 
Less: Other short-term borrowings22,903 — 
Total Long-term debt, net$621,284 $— 
Amounts outstanding under the Credit Facilities bear interest at variable rates based on Term Secured Overnight Financing Rate (“Term SOFR”) for U.S. dollar-denominated loans and Euro Interbank Offered Rate (“EURIBOR”) for euro-denominated loans, in each case plus an applicable margin ranging from 125 to 175 basis points based on the Company's consolidated leverage ratio. Commitment fees on the undrawn Revolving Credit Facility balance accrue at 15 to 25 basis points per annum.
For the three and six months ended June 30, 2026, interest expense, including principal interest and amortization of debt issuance costs, was $3.4 million and is included in Interest expense, net in the Condensed Consolidated Statements of Operations.
Financial Covenant
The Credit Agreement requires the Company to maintain a maximum consolidated leverage ratio (net debt to EBITDA as defined in the Credit Agreement) of 3.5 to 1.0 as of the end of each fiscal quarter. The Company may elect to increase the maximum permitted leverage ratio to 4.0 to 1.0 for the fiscal quarter during which a material acquisition occurs and for the three immediately following fiscal quarters, subject to a minimum two-quarter interval before any subsequent election. The Credit Agreement also contains affirmative and negative covenants customary for financings of this type, including limitations on liens, indebtedness, fundamental changes and asset dispositions. As of June 30, 2026, the Company was in compliance with all covenants under the Credit Agreement.
Fair Value
The Company utilized Level 2 inputs, as defined in the ASC 820 fair value hierarchy, to measure the fair value of the Long-term debt, which, as of June 30, 2026 was $621.2 million. Management’s fair value estimates were based on quoted benchmark interest rates (Term SOFR and EURIBOR) plus a market-based credit spread consistent with the Company’s credit profile and observable market data for comparable borrowers.