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Borrowings and Lines of Credit
12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Borrowings and Lines of Credit
12. Borrowings

Revolving Credit Facility

Revolving credit facility borrowings consist of the following:
(in millions)December 31, 2022December 31, 2021
$400.0 million revolving credit facility $45.0 $70.0 
Less current maturities (1)
— — 
Long-term portion$45.0 $70.0 
(1) There are no required principal payments due until maturity in January 2024.

On September 4, 2020, the Company entered into a Credit Agreement (the "2020 Credit Agreement"). The 2020 Credit Agreement provided for a senior secured revolving credit facility (the "2020 Credit Facility") with borrowings in an aggregate principal amount at any time outstanding not to exceed $400.0 million. The 2020 Credit Agreement served as refinancing of indebtedness and terminated the Company's Revolving Credit Facility Agreement dated as of October 11, 2017 (the "2017 Credit Facility"). The 2017 Credit Facility consisted of a $400.0 million senior secured revolving credit facility.

At any time during the term of the 2020 Credit Facility, the Company was permitted to increase the commitments under the 2020 Credit Facility or to establish one or more incremental term loan facilities under the 2020 Credit Facility in an aggregate principal amount not to exceed $200.0 million for all such incremental facilities. Commitments under the 2020 Credit Facility were set to terminate, and loans outstanding thereunder were set to mature, on January 2, 2024.
The 2020 Credit Agreement included requirements, to be tested quarterly, that the Company maintain (i) a minimum ratio of Consolidated EBITDA to consolidated interest expense of 3.25 to 1.0, (the "Interest Coverage Ratio"), (ii) a maximum ratio of Consolidated total indebtedness to Consolidated EBITDA of 3.75 to 1.0 (the "Total Leverage Ratio"), and (iii) a maximum ratio of senior secured indebtedness to Consolidated EBITDA of 3.25 to 1.0 (the "Senior Secured Leverage Ratio"). For these ratios, Consolidated EBITDA and consolidated interest expense are calculated using the most recent four consecutive fiscal quarters in a manner defined in the 2020 Credit Agreement. At December 31, 2022, the Company was in compliance with these covenants.

The interest rates under the 2020 Credit Facility were, at the Borrowers' option (1) LIBOR (or EURIBOR for borrowings denominated in Euro; or SONIA for borrowings denominated in Pounds Sterling) plus the rates per annum determined from time to time based on the total leverage ratio of the Company as of the end of and for the most recent period of four fiscal quarters for which financial statements have been delivered (the "Applicable Margin"); or (2) in the case of borrowings denominated in U.S. dollars, alternate base rate ("ABR") (as defined in the 2020 Credit Agreement) plus the Applicable Margin. The Applicable Margin for LIBOR could range from 1.50% to 2.50% while the Applicable Margin for ABR could range from 0.50% to 1.50%.

The interest rate under the 2020 Credit Facility was variable based on LIBOR at the time of the borrowing and the Applicable Margin. In addition, a commitment fee accrued on the average daily unused portion of the 2020 Credit Facility at a rate of 0.225% to 0.375%.

The weighted-average interest rate on the Company's borrowings under the 2020 Credit Facility and the 2017 Credit Facility was 3.21%, 2.25%, and 2.20% for the years ended December 31, 2022, 2021, and 2020, respectively. The weighted-average commitment fee on the revolving lines of credit was 0.23% for the year ended December 31, 2022, and 0.26% for the years ended December 31, 2021 and 2020, respectively.

On February 8, 2023, the Company entered into an Amended and Restated Credit Agreement (the “A&R Credit Agreement”). that amends and restates the 2020 Credit Agreement. For additional information, refer to Note 20. Subsequent Events.

Interest expense and interest income for the years ended December 31, 2022, 2021, and 2020 were as follows:
 Years Ended December 31,
 (in millions)202220212020
Interest expense$4.3 $14.4 $17.1 
Interest income(0.4)(0.2)(0.7)
Interest expense, net$3.9 $14.2 $16.4 

3.25% Convertible Senior Notes Due November 1, 2021

In May 2016, the Company issued $172.5 million aggregate principal amount of 3.25% convertible senior notes which matured on November 1, 2021 (the "Notes"). Interest was payable semiannually in arrears on May 1 and November 1 of each year. The Notes were governed by an Indenture between the Company, as issuer, and U.S. Bank National Association as trustee. Upon conversion, the Company could elect to pay or deliver cash, shares of the Company's common stock, or a combination of cash and shares of common stock. The conversion rate was 54.2741 shares of common stock per $1,000 principal amount of Notes. The conversion price was $18.4250 per share of common stock. The Notes were senior unsecured obligations.

Upon maturity of the Notes, the Company settled the principal amount of $172.5 million in cash and the excess conversion value by delivering 0.4 million shares of its common stock held in treasury. The shares of common stock delivered to settle the excess conversion value of the Notes were offset by shares received under the convertible note hedge transactions described below. Settlement of the excess conversion value resulted in a $5.9 million decrease in treasury stock, which was measured based on the acquisition cost of the delivered shares determined on a FIFO basis, offset by an equivalent decrease in additional paid-in capital with no net impact to equity.
In accounting for the issuance of the Notes, the Company separated the Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that did not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the face value of the Notes as a whole. The excess of the principal amount of the liability component over its carrying amount was amortized to interest expense over the term of the Notes. The equity component recorded within additional paid-in capital of $29.9 million was not remeasured as it continued to meet the conditions for equity classification.

The following table sets forth total interest expense recognized related to the Notes:
Years Ended December 31,
(in millions)20212020
3.25% coupon$4.7 $5.6 
Amortization of debt issuance costs0.8 0.9 
Amortization of debt discount6.6 7.4 
Total$12.1 $13.9 

Note Hedges

To minimize the impact of potential economic dilution upon conversion of the Notes, the Company entered into convertible note hedge transactions (the “Note Hedges”) with respect to its common stock. In the second quarter of 2016, the Company paid an aggregate amount of $44.5 million for the Note Hedges. The Note Hedges were separate transactions entered into by the Company, and are not part of the Notes or the Warrants, and were accounted for as part of additional paid-in capital. Holders of the Notes did not have any rights with respect to the Note Hedges.

The Company exercised its rights under the Note Hedges upon maturity of the Notes in November 2021, which resulted in the receipt of 0.4 million shares of its common stock to be held in treasury. These transactions resulted in a $7.6 million increase in treasury stock, which was measured based on the prevailing fair market value of the shares received, offset by an equivalent increase in additional paid-in capital with no net impact to equity.

Warrants

In the second quarter of 2016, the Company entered into warrant transactions, whereby the Company sold warrants to acquire shares of the Company's common stock at a strike price of $21.1050 per share (the “Warrants”). The Company received aggregate proceeds of $39.1 million from the sale of the Warrants. The Warrants were separate transactions entered into by the Company, and were not part of the Notes, and were accounted for as part of additional paid-in capital.

The Warrants expired during the first quarter of 2022, which resulted in the Company delivering 0.2 million shares of its common stock held in treasury. Settlement of the Warrants resulted in a $3.1 million decrease in treasury stock, which was measured based on the acquisition cost of the delivered shares determined on a first-in, first-out (“FIFO”) basis, offset by an equivalent decrease in additional paid-in capital with no net impact to equity.