DEBT

3 Months Ended

Mar. 31, 2024

DEBT

DEBT

11. DEBT

Term Loan A Credit Agreement

In July 2023, the Company entered into a Credit Agreement (the “TLA Credit Agreement”) with JPMorgan Chase Bank, N.A., as “Administrative Agent”, and certain lenders. The TLA Credit Agreement provides for a five-year senior secured term loan (the “TLA Term Loan”) in an aggregate principal amount of $185,000.

In September 2023, the Company entered into the First Incremental Amendment (the “First Incremental Amendment”) with the Administrative Agent and Bank of America, N.A., as incremental lender. The First Incremental Amendment provides for an incremental senior secured term loan (the “Incremental Term Loan”) in an aggregate principal amount of $15,000. The First Incremental Amendment amends the TLA Credit Agreement and provides that the Incremental Term Loan will have identical terms as the TLA Term Loan.

The repayment schedule for both the TLA Term Loan and the Incremental Term Loan (together, the “Term Loans”) consists of quarterly $3,750 principal payments, which commence on December 31, 2023, increasing to quarterly $5,000 principal payments beginning on December 31, 2025, with a $115,000 payment due on the maturity date of July 26, 2028. The Term Loans bear interest at a per annum rate equal to, at the Company’s option, (i) a base rate plus a specified margin ranging from 2.50% to 3.00%, based on the Company’s senior secured net leverage ratio (as defined in the TLA Credit Agreement) or (ii) Term SOFR plus a credit spread adjustment of 0.10% plus a specified margin ranging from 3.50% to 4.00%, based on the Company’s senior secured net leverage ratio.

The net cash received related to the Term Loans as a result of the transactions, less debt issuance costs of $2,997, was $197,003. The debt issuance costs related to the Term Loans will be amortized as additional interest expense over the loan term of the TLA Credit Agreement. The fair value of the Term Loans as of March 31, 2024, was $192,267.

Long-term debt, net consists of the following:

	March 31,		December 31,
	2024		2023
Principal amount	$	192,500	$	196,250
Unamortized debt discount associated with debt financing costs		(2,504)		(2,684)
Total debt, net		189,996		193,566
Less current portion		(15,000)		(15,000)
Long-term debt, net	$	174,996	$	178,566

Future minimum payments relating to total debt, net as of March 31, 2024, for the periods indicated below consists of the following:

Years ending December 31,
2024 (excluding the three months ended March 31, 2024)	$	11,250
2025		16,250
2026		20,000
2027		20,000
2028		125,000
Thereafter		—
Total	$	192,500

Interest expense related to the Company’s long-term debt, net, is included in interest expense within the unaudited condensed consolidated statements of operations and comprehensive income and consists of the following:

	Three Months Ended
	March 31,
	2024		2023
Interest on principal balance	$	4,355	$	5,315
Amortization of deferred financing costs		180		416
Total term loan interest expense	$	4,535	$	5,731