Long-Term Debt

9 Months Ended

Jan. 31, 2023

The Company’s long-term debt consisted of the following:


	January 31, 2023		April 30, 2022
	(in thousands)
Term Loan Facility	$	500,780	$	504,613
Unamortized discount and deferred financing costs on Term Loan Facility	(2,719)		(3,581)
Senior Notes	350,000		350,000
Unamortized discount and deferred financing costs on Senior Notes	(4,280)		(4,836)
ABL Facility	240,000		211,134
Finance lease obligations	131,690		120,138
Installment notes at fixed rates up to 5.0%, due in monthly and annual installments through 2025	8,164		7,086
Unamortized discount on installment notes	(155)		(364)

Carrying value of debt	1,223,480		1,184,190
Less current portion	54,222		47,605
Long-term debt	$	1,169,258	$	1,136,585

Term Loan Facility

The Company has a senior secured first lien term loan facility (the “Term Loan Facility”). The Company is required to make scheduled quarterly payments of $1.3 million, or 0.25% of the aggregate principal amount of the Term Loan Facility, with the remaining balance due in June 2025. The Term Loan Facility bears interest at a floating rate based on the Secured Overnight Financing Rate ("SOFR") plus 2.50% plus a credit spread adjustment. As of January 31, 2023, the applicable rate of interest was 6.94%. The Company has interest rate swap agreements to convert the variable interest rate on a portion of its Term Loan Facility to a fixed rate. For more information, see Note 11, "Fair Value Measurements."

On December 22, 2022, the Company amended its Term Loan Facility to, among other things, add the Company’s indirect Canadian subsidiaries (the “Canadian Subsidiaries”) as loan parties under the Term Loan Facility, permit the amendments to the Company's asset based revolving credit facility and replace LIBOR as the benchmark rate with SOFR. The indebtedness and obligations under the Term Loan Facility are (or, with respect to the Company's Canadian Subsidiaries, will be) secured by a second-priority security interest in substantially all of the current assets of the Company and its subsidiaries (including the Canadian Subsidiaries) and a first-priority security interest in substantially all of the fixed assets of the Company and its subsidiaries (including the Canadian Subsidiaries), subject to exclusions as set forth in the Term Loan Facility and related loan documents.

Senior Notes

The Company has senior unsecured notes due May 2029 (the "Senior Notes"). The Senior Notes bear interest at 4.625% per annum and mature on May 1, 2029. Interest is payable semi-annually in arrears on May 1 and November 1.

Asset Based Lending Facility

The Company has an asset based revolving credit facility (the “ABL Facility”) that provides for aggregate revolving commitments of $950.0 million as of January 31, 2023. Extensions of credit under the ABL Facility are limited by a borrowing base calculated periodically based on specified percentages of the value of eligible inventory and accounts receivable, subject to certain reserves and other adjustments.

On December 22, 2022, the Company amended its ABL Facility to, among other things, (i) increase the commitments thereunder by $405.0 million from $545.0 million to $950.0 million, (ii) join the Company’s Canadian Subsidiaries as credit parties thereunder, (iii) include certain assets of the Canadian Subsidiaries in the borrowing base, (iv) include the ability to borrow in Canadian dollars in an amount not to exceed $200 million, (v) extend the maturity date by five years from the closing

date of the amendment to December 22, 2027 and (vi) increase the incremental debt capacity available thereunder. In connection with the amendment, the Company terminated its revolving credit facility it had through one of its Canadian subsidiaries (the “Canadian Facility”).

As of January 31, 2023, at the Company’s option, the interest rates applicable to the loans under the ABL Facility were based on SOFR or base rate plus, in each case, an applicable margin. The margins applicable for each elected interest rate are subject to a pricing grid, as defined in the ABL Facility agreement, based on average daily availability for the most recent fiscal quarter. The ABL Facility also contains an unused commitment fee. As of January 31, 2023, the weighted average interest rate on borrowings was 6.09%.

As of January 31, 2023, the Company had available borrowing capacity of approximately $574.4 million under the ABL Facility. The ABL Facility matures on December 22, 2027 (or, if earlier, 91 days before the maturity date of the Term Loan Facility). The ABL Facility contains a cross default provision with the Term Loan Facility.

Debt Covenants

The Term Loan Facility and the indenture governing the Senior Notes contain a number of covenants that limit our ability and the ability of our restricted subsidiaries, as described in the respective credit agreement and the indenture, to incur more indebtedness; pay dividends, redeem or repurchase stock or make other distributions; make investments; create restrictions on the ability of our restricted subsidiaries to pay dividends to us or make other intercompany transfers; create liens securing indebtedness; transfer or sell assets; merge or consolidate; enter into certain transactions with our affiliates; and prepay or amend the terms of certain indebtedness. Such covenants are subject to several important exceptions and qualifications set forth in the Term Loan Facility and the indenture governing the Senior Notes. As of January 31, 2023, the Company was in compliance with all covenants contained in the Term Loan Facility and the indenture governing the Senior Notes.

The ABL Facility contains certain affirmative covenants, including financial and other reporting requirements. The Company was in compliance with all such covenants as of January 31, 2023.

Debt Maturities

As of January 31, 2023, the maturities of long-term debt were as follows:


	Term Loan Facility		Senior Notes		ABL Facility		Finance Leases		Installment Notes		Total
Year Ending April 30,	(in thousands)
2023 (remaining three months)	$	1,277	$	—	$	—	$	11,149	$	165	$	12,591
2024	5,110		—		—		38,522		7,211		50,843
2025	5,110		—		—		29,289		788		35,187
2026	489,283		—		—		22,713		—		511,996
2027	—		—		—		16,458		—		16,458
Thereafter	—		350,000		240,000		13,559		—		603,559
	$	500,780	$	350,000	$	240,000	$	131,690	$	8,164	$	1,230,634