v3.26.1
Debt
6 Months Ended
Aug. 01, 2026
Debt Disclosure [Abstract]  
Debt Debt
 
The following table summarizes the net carrying value of our outstanding indebtedness (dollars in thousands):
August 1, 2026January 31, 2026
Credit Agreement - Term Loan A Facility (matures December 2030)$1,526,966 $1,525,422 
Credit Agreement - Term Loan B Facility (matures January 2033)792,573 792,041 
4.50% senior notes, net (mature April 2029)
497,494 497,034 
Finance lease obligations2,700 — 
2,819,733 2,814,497 
Less: current portion(28,397)(4,000)
Long-term debt$2,791,336 $2,810,497 
See Note 12, Leases, for information on our finance leases.

Credit Agreement

The Company and certain of its subsidiaries are party to that certain Third Amended and Restated Credit Agreement, dated as of December 23, 2025 (as amended by that certain First Amendment to the Third Amended and Restated Credit Agreement, dated as of January 27, 2026, the “Credit Agreement”) by and among, the Company, the Guarantors (as defined therein) from time to time party thereto, the Lenders (as defined therein) from time to time party thereto and Bank of America, N.A., as administrative and collateral agent (in such capacities, the “Administrative Agent”). The Credit Agreement includes a revolving facility with a maximum revolver commitment of $800.0 million (the “Revolving Credit Facility”), a term loan A facility (the “Term Loan A Facility”) in the original principal amount of $1,540.0 million, and a term loan B facility (the “Term Loan B Facility”) in the original principal amount of $800.0 million. The Credit Agreement also includes a $225.0 million sublimit for the issuance of letters of credit and a $50.0 million sublimit for swingline loans. The maturity of the Revolving Credit Facility and Term Loan A Facility is December 23, 2030. The maturity of the Term Loan B Facility is January 27, 2033.

The following table summarizes the net carrying value of the Term Loan A Facility as of August 1, 2026 and January 31, 2026 (dollars in thousands):
August 1, 2026January 31, 2026
Principal amount of Term Loan A Facility$1,540,000 $1,540,000 
Less: Debt issuance costs(13,034)(14,579)
Net carrying amount of Term Loan A Facility$1,526,966 $1,525,422 

The following table summarizes the net carrying value of the Term Loan B Facility as of August 1, 2026 and January 31, 2026 (dollars in thousands):
August 1, 2026January 31, 2026
Principal amount of Term Loan B Facility$800,000 $800,000 
Less: Debt issuance costs(5,577)(5,963)
Less: Original Issue Discount(1,850)(1,996)
Net carrying amount of Term Loan B Facility$792,573 $792,041 

Subject to certain conditions, the Credit Agreement provides us with the ability to enter into one or more incremental facilities either by increasing the revolving commitments under the Credit Agreement and/or by establishing one or more additional term loans, up to the sum of (i) $927.0 million and (ii) an aggregate amount such that, after giving effect to such incremental facilities on a pro forma basis (assuming that the amount of the incremental commitments are fully drawn and funded), the consolidated senior secured net leverage ratio does not exceed 3.50 to 1.00. The consolidated senior secured net leverage ratio is the ratio (a)(i) of our consolidated senior secured indebtedness reduced by (ii) unrestricted cash and equivalents in excess of $25.0 million to (b) to our trailing four-quarter consolidated earnings before interest, taxes, depreciation, and amortization, as defined by the Credit Agreement (“EBITDA”). Borrowings under the Credit Agreement are guaranteed by substantially all of our domestic subsidiaries and secured by substantially all of the assets of the Borrowers and the Guarantors (subject to customary exceptions).
Under our Credit Agreement, borrowings bear interest at the rates described below based upon our consolidated net leverage ratio, which is the ratio of (a) our consolidated total funded debt reduced by unrestricted cash and equivalents in excess of $25.0 million to (b) our trailing four-quarter consolidated EBITDA. In addition, we incur certain fees for unused balances and letters of credit at the rates described below, also based upon our consolidated net leverage ratio. The weighted average interest rates and fees for balances under our Credit Agreement as of August 1, 2026 and January 31, 2026 were as follows:

Weighted Average Rate End of Period
August 1, 2026January 31, 2026
Borrowings - Term A SOFR Loans
1.375% - 2.00% plus Term SOFR
5.40%5.43%
Borrowings - Base Rate Loans
0.375% - 1.00% plus Base rate(1)
—%—%
Borrowings - Term B SOFR Loans
1.75% plus Term SOFR
5.40%5.43%
Unused Revolver Commitment
0.20% - 0.40%
0.35%0.35%
Standby Letters of Credit
1.375% - 2.00%
1.75%1.75%
Commercial Letters of Credit
0.6875% -1.00%
—%—%

(1) Base rate is described in the Credit Agreement as the highest of (i) the Federal Funds Rate plus 0.50%, (ii) the Administrative Agent’s prime rate, and (iii) the Term Secured Overnight Financing Rate (“SOFR”) plus 1.00% and, if such rate is less than zero, such rate shall be deemed zero. “Term SOFR” is the published forward-looking SOFR rate for the applicable interest period and if such rate is less than zero, such rate shall be deemed zero. There were no outstanding borrowings under our revolving facility as of August 1, 2026 and January 31, 2026.

Standby letters of credit of approximately $53.6 million issued as part of our insurance program, were outstanding under our Credit Agreement as of August 1, 2026 and January 31, 2026.

Our Credit Agreement contains a financial covenant that requires us to maintain a maximum consolidated net leverage ratio of not greater than (A) until the last day of the first fiscal quarter ending after the second anniversary of December 23, 2025, 4.50 to 1.00, and (B) thereafter, 4.00:1.00, as measured at the end of each fiscal quarter, and provides for certain increases to this ratio in connection with permitted acquisitions. The agreement also contains a financial covenant that requires us to maintain a minimum consolidated interest coverage ratio, which is the ratio of our trailing four-quarter consolidated EBITDA to our consolidated interest expense, as defined by our Credit Agreement, of not less than 2.50 to 1.00, as measured at the end of each fiscal quarter. At August 1, 2026 and January 31, 2026, we were in compliance with the financial covenants of our Credit Agreement and had borrowing availability under our revolving facility of $746.4 million.

4.50% Senior Notes Due 2029

On April 1, 2021, we issued $500.0 million aggregate principal amount of 4.50% senior notes due 2029 (the “2029 Notes”). The 2029 Notes are guaranteed on a senior unsecured basis, jointly and severally, by all of our domestic subsidiaries that guarantee the Credit Agreement.

The indenture governing the 2029 Notes contains certain covenants that limit, among other things, our ability and the ability of certain of our subsidiaries to (i) incur additional debt and issue certain preferred stock, (ii) pay certain dividends on, repurchase, or make distributions in respect of, our and our subsidiaries’ capital stock or make other payments restricted by the indenture, (iii) enter into agreements that place limitations on distributions made from certain of our subsidiaries, (iv) guarantee certain debt, (v) make certain investments, (vi) sell or exchange certain assets, (vii) enter into transactions with affiliates, (viii) create certain liens, and (ix) consolidate, merge or transfer all or substantially all of our or our Subsidiaries’ assets. These covenants are subject to a number of exceptions, limitations and qualifications as set forth in the indenture governing the 2029 Notes.

The following table summarizes the net carrying value of the 2029 Notes as of August 1, 2026 and January 31, 2026 (dollars in thousands):
August 1, 2026January 31, 2026
Principal amount of 2029 Notes $500,000 $500,000 
Less: Debt issuance costs(2,506)(2,966)
Net carrying amount of 2029 Notes$497,494 $497,034 
The following table summarizes the fair value of the 2029 Notes, net of debt issuance costs. The fair value of the 2029 Notes is based on the closing trading price per $100 of the 2029 Notes as of the last day of trading (Level 2), which was $97.07 and $98.44 as of August 1, 2026 and January 31, 2026, respectively (dollars in thousands):

August 1, 2026January 31, 2026
Fair value of principal amount of 2029 Notes$485,350 $492,200 
Less: Debt issuance costs(2,506)(2,966)
Fair value of 2029 Notes$482,844 $489,234