Debt |
3 Months Ended |
|---|---|
Sep. 30, 2026 | |
| Debt Disclosure [Abstract] | |
| Debt | Debt On July 7, 2026, the Company entered into a Credit Agreement, (the “UBS Credit Agreement”) among the Company, the guarantors party thereto, the lenders party thereto and UBS AG, Stamford Branch, as Administrative Agent (“UBS”). The UBS Credit Agreement provides for a five-year, senior secured revolving credit facility of $150 million with a subfacility for letters of credit in the aggregate amount of up to $10 million (the “UBS Revolving Credit Facility”). The UBS Credit Agreement also provides that the Company may seek additional revolving credit commitments in an aggregate amount not to exceed $75 million; provided, however, that subject to certain conditions set forth in the UBS Credit Agreement, the Company may seek additional incremental commitments, including term loan commitments (each as defined in the UBS Credit Agreement), in excess of such amount. Proceeds of borrowings under the UBS Revolving Credit Facility will be used for working capital and general corporate purposes of the Company and its subsidiaries, including acquisitions and to provide credit support for the Company's existing letter of credit previously issued under a prior credit agreement. No amounts have been borrowed under the UBS Revolving Credit Facility. In connection with the execution of the UBS Credit Agreement, the Company also entered into a pledge and security agreement (the “Security Agreement”) dated as of July 7, 2026 with the subsidiaries of the Company identified therein and UBS AG, Stamford Branch as collateral agent for the secured parties identified therein. Under the Security Agreement, borrowings under the UBS Revolving Credit Facility are secured by a first priority pledge of all of the capital stock of each first-tier subsidiary of the Company and the subsidiary guarantors, subject to customary limitations with respect to foreign subsidiaries, and substantially all of the assets (excluding real estate interests) of the Company and the subsidiary guarantors. Concurrently with our entry into the UBS Credit Agreement, we terminated our existing credit agreement and related security agreement with a group of lenders led by JPMorgan Chase Bank, N.A. Future borrowings under the UBS Revolving Credit Facility will bear interest, at the Company’s election, at an annual rate based on either (a) Term SOFR (as described in the UBS Credit Agreement) plus a percentage spread (ranging from 1.50% to 2.25%) or (b) an alternate base rate (as described in the UBS Credit Agreement) plus a percentage spread (ranging from 0.50% to 1.25%), in each case based on the Company’s total net leverage ratio. In addition, a commitment fee accrues with respect to the unused amount of the UBS Revolving Credit Facility at an annual rate ranging from 0.25% to 0.40%, based on the Company’s total net leverage ratio. The UBS Credit Agreement provides for customary benchmark replacement and rate fallback provisions, including a fallback to Daily Simple SOFR plus an applicable percentage spread (ranging from 1.50% to 2.25%) upon the occurrence of a Benchmark Transition Event (each as defined in the Credit Agreement). The Company was in compliance with all covenants as of September 30, 2026. As of September 30, 2026 and June 30, 2026, there were no outstanding borrowings under the UBS Credit Agreement.
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