v3.26.1
Debt
 12 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Debt Debt
The components of debt as of the dates indicated were as follows ($000):
June 30,
2026		June 30,
2025
Term A Facility, interest at adjusted SOFR, as defined, plus 1.25%
$1,140,625 $624,375 
Debt issuance costs, Term A Facility and Revolving Credit Facility(10,087)(8,141)
Term B Facility, interest at adjusted SOFR, as defined, plus 1.75%
1,080,000 2,102,358 
Debt issuance costs, Term B Facility(21,228)(36,478)
Other Credit Facility28,004 — 
Borrowings on local lines of credit4,791 2,091 
Facility construction loan in Germany14,062 17,682 
5.00% Senior Notes
990,000 990,000 
Debt Issuance costs and discount, Senior Notes(3,943)(4,966)
Total debt3,222,224 3,686,921 
Current portion of long-term debt(7,916)(188,306)
Long-term debt, less current portion$3,214,308 $3,498,615 
The required annual principal repayments for all indebtedness for the next five years and thereafter, as of June 30, 2026, is set forth in the following table ($000):
Year Ending
June 30,
2027$7,916 
202834,375 
202993,629 
20302,135,625 
2031985,937 
Thereafter— 
Total$3,257,482 
Senior Credit Facilities
On July 1, 2022 (the “Closing Date”), Coherent entered into a credit agreement (the “Credit Agreement”) by and among the Company, as borrower (in such capacity, the “Borrower”), the lenders, and other parties thereto, and JP Morgan Chase Bank, N.A., as administrative agent and collateral agent, which provided for senior secured financing of $4.0 billion, consisting of a term loan A credit facility (the “Term A Facility”) maturing July 1, 2027, with an aggregate principal amount of $850 million, a term loan B credit facility (the “Term B Facility,” and together with the Term A Facility, the “Term Facilities”) maturing July 1, 2029, with an aggregate principal amount of $2,800 million, and a revolving credit facility (the “Revolving Credit Facility,” and together with the Term Facilities, the “Senior Credit Facilities”) maturing July 1, 2027, in an aggregate available amount of $350 million, including a letter of credit sub-facility of up to $50 million. On the Closing Date, the Borrower and certain of its direct and indirect subsidiaries provided a guaranty of all obligations of the Borrower and the other loan parties under the Credit Agreement and the other loan documents, secured cash management agreements and secured hedge agreements with the lenders and/or their affiliates (subject to certain exceptions). The Borrower and the other guarantors have also granted a security interest in substantially all of their assets to secure such obligations. On March 31, 2023, Coherent entered into Amendment No. 1 to the Credit Agreement, which replaced the adjusted LIBOR-based rate of interest therein with an adjusted SOFR-based rate of interest. On April 2, 2024, Coherent entered into Amendment No. 2 to the Credit Agreement, under which the principal amount of term B loans outstanding under the Credit Agreement (the “Existing Term B Loans”) were replaced with an equal amount of new term loans (the “New Term B Loans”) having substantially similar terms as the Existing Term B Loans, except with respect to the interest rate applicable to the New Term B Loans and certain other provisions. On January 2, 2025, Coherent entered into Amendment No. 3 to the Credit Agreement, under which the principal amount of New Term B Loans outstanding under the Credit Agreement were replaced with an equal amount of new term loans (the “New Term B-2 Loans”) having substantially similar terms as the New Term B Loans, except with respect to the interest rate applicable to the New Term B-2 Loans and certain other provisions. The maturity of the New Term B-2 Loans and Revolving Credit Facility was unchanged.
On September 26, 2025, the Company entered into Amendment No. 4 (“Amendment No. 4”) and Amendment No. 5 (“Amendment No. 5”) to the Credit Agreement. Under Amendment No. 4, (i) the existing revolving credit commitments were refinanced and replaced with new senior secured revolving credit commitments, (ii) $350 million of senior secured incremental revolving credit commitments were added, increasing the total revolving credit facility to $700 million (the “2025 Revolving Loans”), including a letter of credit sub-facility of up to $100 million, and (iii) a $1,250 million new tranche of senior secured incremental term A loans was added (the “2025 Incremental Term A Loans”), the proceeds of which were used, in part, to repay all outstanding principal, interest and fees of term A loans outstanding under the Credit Agreement (the “Existing Term A Loans”). As amended, the 2025 Revolving Loans and the 2025 Incremental Term A Loans each bear interest at an adjusted SOFR rate subject to a 0.00% floor plus a range of 1.25% to 2.25% based on the Company’s total net leverage ratio. The interest rate applicable to the 2025 Revolving Loans and the 2025 Incremental Term A Loans is initially a SOFR-based rate plus 1.50% as of June 30, 2026. The 2025 Revolving Loans and the 2025 Incremental Term A Loans mature on the earlier of September 26, 2030 or a “Springing Maturity Date,” which is a date that is 91 days prior to the stated maturity of either (i) the Company’s unsecured senior notes or (ii) the term B loans then outstanding if, on such 91st day, the applicable senior notes or term B loans remain outstanding and liquidity is less than (x) $250 million plus (y) the aggregate outstanding principal amount of such notes or term B loans, as applicable. Under Amendment No. 5, the outstanding New Term B-2 Loans were replaced with an equal amount of new term loans (the “New Term B-3 Loans”) having substantially similar terms as the New Term B-2 Loans, except with respect to the interest rate applicable to the New Term B-3 Loans and certain other provisions. As further amended, the New Term B-3 Loans bear interest at a SOFR-based rate (subject to a 0.50% floor) plus 1.75% as of June 30, 2026. The New Term B-3 Loans will mature on July 1, 2029.
Debt extinguishment costs related to the termination of the Existing Term Loans of $3 million were expensed in Other expense, net in the Consolidated Statement of Earnings during the twelve months ended June 30, 2026.
In relation to the Term Facilities, the Company incurred interest expense, including amortization of debt issuance costs and the benefit of the interest rate cap and swap, of $139 million and $192 million in the years ended June 30, 2026 and June 30, 2025, respectively, which is included in Interest expense in the Condensed Consolidated Statements of Earnings (Loss). Our interest rate cap together with our interest rate swap (through September 30, 2024), reduced interest expense by $17 million and $32 million during the years ended June 30, 2026 and June 30, 2025, respectively. The amortization of debt issuance costs included in interest expense was $17 million in both the years ended June 30, 2026 and 2025. Debt issuance costs are presented as a reduction to debt within the long-term debt caption in the Condensed Consolidated Balance Sheets.
As of June 30, 2026, the Company was in compliance with all covenants under the Senior Credit Facilities.
The Company had aggregate availability of $664 million under its Revolving Credit Facility as of June 30, 2026.
Debt Assumed through Acquisition
We assumed the remaining balances of three term loans with the closing of the acquisition of Coherent, Inc., two of which were repaid prior to June 30, 2024. The aggregate principal amount outstanding under the remaining assumed term loan is $14 million as of June 30, 2026 and is for a Facility Construction Loan in Germany due in 2030 that bears interest at 1.55% per annum. Payments are made quarterly.
5.000% Senior Notes due 2029
On December 10, 2021, the Company issued $990 million aggregate principal amount of Senior Notes pursuant to the indenture, dated as of December 10, 2021 (the “Indenture”), between the Company and U.S. Bank National Association, as trustee. The Senior Notes are guaranteed by each of the Company’s domestic subsidiaries that guarantee its obligations under the Senior Credit Facilities. Interest on the Senior Notes is payable on December 15 and June 15 of each year, commencing on June 15, 2022, at a rate of 5.000% per annum. The Senior Notes will mature on December 15, 2029.
Beginning December 15, 2024, the Company may redeem the Senior Notes, in whole at any time or in part from time to time, at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. In addition, at any time prior to December 15, 2024, the Company had the ability to (but did not) redeem the Senior Notes, at its option, in whole at any time or in part from time to time, at a redemption price equal to 100% of the principal amount of the Senior Notes redeemed, plus a “make-whole” premium set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. Notwithstanding the foregoing, prior to December 15, 2024, the Company had the ability to redeem up to 40% of the aggregate principal amount of the Senior Notes using the proceeds of certain equity offerings as set forth in the Indenture, at a redemption price equal to 105.000% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. The Company did not exercise this option.
In relation to the Senior Notes, the Company incurred interest expense of $51 million and $50 million in the years ended June 30, 2026 and June 30, 2025, respectively, which is included in Interest expense in the Condensed Consolidated Statements of Earnings (Loss).
The Indenture contains customary covenants and events of default, including default relating to, among other things, payment default, failure to comply with covenants or agreements contained in the Indenture or the Senior Notes and certain provisions related to bankruptcy events. As of June 30, 2026, the Company was in compliance with all covenants under the Indenture.
Other Credit Facility
On June 8, 2026, a certain wholly-owned foreign subsidiary of the Company entered into an unsecured credit facility agreement with a local lender providing for an aggregate line of credit of up to $184 million (based on exchange rates in effect at signing), which is denominated in local currency (the “June 2026 Credit Line”). On June 8, 2026, such subsidiary of the Company utilized part of the June 2026 Credit Line by entering into an unsecured credit working capital facility agreement with such local lender providing for aggregate commitments of $29 million (the “June 2026 Facility”). The June 2026 Facility matures on June 12, 2029 and had $28 million outstanding as of June 30, 2026. Borrowings bear interest at the one-year local currency lending benchmark less 61 basis points, and the interest is payable quarterly. Neither the Company, nor any other of its subsidiaries, is a party to or guarantor of the June 2026 Facility. The June 2026 Facility contains various affirmative and negative covenants that require the borrowers to meet specified financial ratios and financial tests and customary events of default, subject to applicable grace periods, cure periods and thresholds.