Long-Term Debt

9 Months Ended

Jan. 31, 2024

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


	January 31, 2024		April 30, 2023
	(in thousands)
Term Loan Facility	$	498,750	$	499,503
Unamortized discount and deferred financing costs on Term Loan Facility	(6,106)		(2,442)
Senior Notes	350,000		350,000
Unamortized discount and deferred financing costs on Senior Notes	(3,596)		(4,113)
ABL Facility	29,000		110,000
Finance lease obligations	158,437		137,303
Installment notes at fixed rates up to 5.0%, due in monthly and annual installments through 2028	4,293		8,529
Unamortized discount on installment notes	(17)		(103)
Carrying value of debt	1,030,761		1,098,677
Less current portion	48,094		54,035
Long-term debt	$	982,667	$	1,044,642

Term Loan Facility

The Company has a senior secured first lien term loan facility (the “Term Loan Facility”) with $498.8 million outstanding as of January 31, 2024. 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, beginning January 1, 2024 with the remaining balance due May 12, 2030. As of January 31, 2024, the applicable rate of interest under the Term Loan Facility was 8.33%. As discussed in Note 15, “Subsequent Event”, the Term Loan Facility was amended on February 2, 2024, to reduce the interest rate applicable to the outstanding borrowings under the Term Loan Facility. Following such amendment, borrowings under the Term Loan Facility bear interest at a floating rate per annum based on the Secured Overnight Financing Rate ("SOFR") plus 2.25%. The Company

has interest rate swap and collar 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 May 12, 2023, the Company amended the Term Loan Facility to provide refinancing term loans in the aggregate principal amount of $500.0 million, the net proceeds of which were used, together with cash on hand, to refinance the then outstanding borrowings under the Term Loan Facility in the principal amount of $499.5 million and pay related fees. The net $0.5 million increase in aggregate principal amount consisted of a $211.7 million cashless roll by existing lenders, $288.3 million of proceeds received from new lenders and $287.8 million of payments to lenders who did not participate in the refinancing. During the six months ended October 31, 2023, the Company corrected the presentation of the cash flows associated with the refinancing from a net presentation as shown in the cash flow statement for the three-month period ended July 31, 2023 to a presentation reporting the gross cash inflows and outflows within financing activities in the Condensed Consolidated Statement of Cash Flows. There was no impact to any of the cash flow subtotals (operating, investing, or financing) as a result of this correction of an immaterial cash flow misstatement. The amendment also amended the Term Loan Facility to, among other things, (i) replace the administrative and collateral agent, (ii) extend the maturity date by seven years from the date of the amendment to May 12, 2030 and (iii) modify certain thresholds, baskets and amounts referenced therein. The Company recorded a write-off of debt discount and deferred financing fees of $1.4 million, which is included in write-off of debt discount and deferred financing fees in the Consolidated Statement of Operations and Comprehensive Income for the nine months ended January 31, 2024.

Senior Notes

The Company has senior unsecured notes due May 2029 (the "Senior Notes") in the aggregate principal amount of $350.0 million. 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, 2024. 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.

As of January 31, 2024, 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, 2024, the weighted average interest rate on borrowings was 8.75%.

As of January 31, 2024, the Company had available borrowing capacity of approximately $813.4 million under the ABL Facility. The ABL Facility matures on December 22, 2027. 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, 2024, 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 covenants, including financial and other reporting requirements. The Company was in compliance with all such covenants as of January 31, 2024.

Debt Maturities

As of January 31, 2024, 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)
2024 (remaining three months)	$	1,250	$	—	$	—	$	11,103	$	74	$	12,427
2025	5,000		—		—		41,549		1,615		48,164
2026	5,000		—		—		35,742		714		41,456
2027	5,000		—		—		30,220		694		35,914
2028	5,000		—		29,000		23,409		620		58,029
Thereafter	477,500		350,000		—		16,414		576		844,490
	$	498,750	$	350,000	$	29,000	$	158,437	$	4,293	$	1,040,480