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Long-Term Debt
9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Long-Term Debt

NOTE 7 – LONG-TERM DEBT

At September 30, 2022 and December 31, 2021, long-term debt consisted of:

 

 

 

September 30, 2022

 

 

December 31, 2021

 

 

 

Average
Interest Rate

 

Outstanding
Balance

 

 

Average
Interest Rate

 

Outstanding
Balance

 

Term Loan

 

 

 

$

292,500

 

 

 

 

$

182,500

 

Delayed-Draw Term Loan

 

 

 

 

220,000

 

 

 

 

 

 

Revolving Credit

 

 

 

 

194,501

 

 

 

 

 

241,055

 

Total before debt issuance costs

 

2.63%

 

 

707,001

 

 

1.65%

 

 

423,555

 

Unamortized debt issuance costs

 

 

 

 

(5,304

)

 

 

 

 

(1,950

)

Total

 

 

 

$

701,697

 

 

 

 

$

421,605

 

 

 

 

 

 

 

 

 

 

 

 

Current portion of long-term debt

 

 

 

$

20,500

 

 

 

 

$

10,000

 

Long-term debt - non-current

 

 

 

 

681,197

 

 

 

 

 

411,605

 

Total

 

 

 

$

701,697

 

 

 

 

$

421,605

 

On May 6, 2022, the Company entered into the Restated Credit Agreement with a group of lenders with (a) PNC Bank, National Association as the Administrative Agent and (b) PNC Capital Markets LLC, BOFA Securities, Inc., TD Securities (USA) LLC, Wells Fargo Securities, LLC and Citizens Bank, N.A., as joint lead arrangers. The various facilities under the Restated Credit Agreement are referred to as the “Credit Facility”. The Restated Credit Agreement amended and restated the Company’s prior credit agreement (the “Existing Credit Agreement”) to, among other things: (a) maintain the existing $600 million revolving credit facility (together and inclusive of a $75 million swing line sublimit and $100 million sublimit for letters of credit); (b) increase the existing term loan facility from $200 million to $300 million; (c) provide for a new delayed draw term loan facility of $400 million; (d) maintain the existing incremental credit facility to make, subject to approval of the lenders' making such loans, incremental term or revolving credit

loan(s) in the aggregate principal amount of not more than $300 million; (e) increase the maximum Consolidated Leverage Ratio (as such term is defined in the Restated Credit Agreement) from 4.00 to 1.00 to 4.50 to 1.00 (with temporary increases to 5.00 to 1.00 for the three fiscal quarters following a "Material Permitted Acquisition", as such term is defined in the Restated Credit Agreement); (f) maintain the minimum Consolidated Interest Coverage Ratio (as such term is defined in the Restated Credit Agreement) of 3.00 to 1.00; (g) increase the foreign currency debt limit in Euro and Sterling Pounds from $30 million equivalent to $200 million equivalent; (h) modify LIBOR based interest pricing conventions with SOFR based interest pricing conventions; (i) extend the maturity date of the Credit Facility until May 6, 2027; (j) incorporate various provisions and conventions encouraged by the Loan Syndication and Trade Association; and (k) modify certain definitions and certain covenants.

Under the Restated Credit Agreement, the Company has the option to borrow funds under the Credit Facility at interest rates based on both term SOFR (i.e., 1, 3, or 6-month rates) and the Base Rate (as defined herein), at its discretion, plus their applicable margins. The Base Rate is a fluctuating rate of interest equal to the highest of (a) the Overnight Bank Funding Rate (as defined in the Restated Credit Agreement), plus 0.5%, (b) the Prime Rate (as defined in the Restated Credit Agreement) and (c) the Daily Simple SOFR Rate (as defined in the Restated Credit Agreement) plus 1%, all as then adjusted to include the Applicable Margin (as defined in the Restated Credit Agreement) as then in effect (and as determined pursuant to the then-current Consolidated Leverage Ratio).

The Credit Facility is collateralized by substantially all the assets of the Company and its material domestic subsidiaries and requires that the Company remain in compliance with certain financial and non-financial covenants including, but not limited to the Consolidated Leverage Ratio and the Consolidated Interest Coverage Ratio. The Credit Facility also includes other terms and conditions, covenants, and other provisions of the Restated Credit Agreement that are materially consistent with the Existing Credit Agreement.

As of September 30, 2022, the Company had $707.0 million of long-term debt outstanding from the Credit Facility, unused delayed draw term loan facility $180.0 million (available through May 6, 2023, with an additional six-month extension upon request by the Company), and unused borrowing capacity under the $600.0 million revolving line of credit of $402.3 million under the Credit Facility. The unused borrowing capacity is inclusive of eight outstanding letters of credit totaling $3.2 million. Considering the financial, performance-based limitations, available borrowing capacity was $316.7 million as of September 30, 2022.

Future scheduled repayments of debt principal are as follows:

 

Payments due by

 

Term Loan

 

 

Delayed-Draw Term Loan

 

 

Revolving Credit

 

 

Total

 

September 30, 2023

 

$

15,000

 

 

$

5,500

 

 

$

 

 

$

20,500

 

September 30, 2024

 

 

15,000

 

 

 

11,000

 

 

 

 

 

 

26,000

 

September 30, 2025

 

 

18,750

 

 

 

13,750

 

 

 

 

 

 

32,500

 

September 30, 2026

 

 

22,500

 

 

 

16,500

 

 

 

 

 

 

39,000

 

May 6, 2027 (Maturity)

 

 

221,250

 

 

 

173,250

 

 

 

194,501

 

 

 

589,001

 

Total

 

$

292,500

 

 

$

220,000

 

 

$

194,501

 

 

$

707,001