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Financing Agreements
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Financing Agreements Financing Agreements
The carrying value of financing obligations and the average related interest rates were as follows (in millions):
Average interest rate as of September 30, 2024MaturitySeptember 30, 2024December 31, 2023
Incremental term loan facility6.20%July 2025$400.0 $— 
Revolving loan facility4.79%June 2026141.6 228.2 
Term loan facility6.20%June 2026744.0 780.0 
Private senior notes4.23%July 2028350.0 350.0 
Public senior notes6.95%March 2029500.0 500.0 
Finance lease obligations5.23%Various through 20299.2 10.3 
Notes payable and other4.28%Various through 203347.2 54.2 
Unamortized debt issuance costs and discounts(12.0)(14.3)
Total financing obligations$2,180.0 $1,908.4 
Less: Current financing obligations454.4 54.0 
Total long-term financing obligations$1,725.6 $1,854.4 
Debt issuance costs and discounts are recognized as a reduction in the carrying value of the related long-term debt in the consolidated balance sheets and are being amortized to interest expense in the consolidated statements of income over the expected remaining terms of the related debt.
As of September 30, 2024, the Company had open letters of credit totaling $48.6 million. The amounts are primarily related to inventory purchases and are reduced as the purchases are received.
Private senior notes. In December 2010, the Company entered into an unsecured Master Note Purchase Agreement, which has been amended and supplemented, under which it has issued senior notes. In July 2018, the Company issued $350 million of unsecured senior notes that remain outstanding as of September 30, 2024 and are due in full in July 2028.
Unsecured credit facility. The Company maintains an unsecured credit facility which consists of a term loan facility (the “Term Loan Facility”) and a revolving loan facility (the “Revolving Loan Facility”). In July 2018, the Company amended the credit facility to increase its Term Loan Facility to $1,180 million, of which $744.0 million was outstanding as of September 30, 2024. The Company is required to make principal payments under the Term Loan Facility totaling $45.0 million over the next 12 months. In June 2021, the Company further amended the credit facility to increase its Revolving Loan Facility to $1.0 billion, of which $141.6 million was outstanding as of September 30, 2024, and extend the maturity date to June 2026. Interest is charged at rates based on Adjusted Term SOFR plus the applicable add-on percentage, as defined in the agreements governing the credit facility.
In November 2023, the Company amended the credit facility to terminate all guarantees provided by subsidiaries of the Company under the credit facility, remove the requirement for subsidiaries of the Company to provide guarantees of the obligations under the credit facility, and remove certain subsidiaries of the Company as co-borrowers.
In July 2024, the Company further amended the credit facility to provide for a new incremental 364-day term loan in the amount of $400 million (the “Incremental Term Loan Facility”). The Incremental Term Loan Facility is unsecured and has a term ending on July 25, 2025. As with other borrowings under the credit facility, interest is charged at rates based on Adjusted Term SOFR plus the applicable add-on percentage, as defined in the agreements governing the credit facility. Net proceeds from the Incremental Term Loan Facility were used to repay amounts outstanding under the Company’s Revolving Loan Facility.
The agreements governing the credit facility and the Master Note Purchase Agreement contain covenants that require the Company to maintain certain financial ratios, including minimum interest coverage and maximum leverage ratios. The agreements require the Company to maintain an interest coverage ratio of not less than 3.00 to 1.00 and a leverage ratio of not more than 3.50 to 1.00 on a rolling four quarter basis. The Company was in compliance with all such covenants as of September 30, 2024.
Public senior notes. In November 2023, the Company issued $500 million aggregate principal amount of 6.95% Senior Notes pursuant to a public offering. The Company received approximately $492 million in net proceeds from the notes offering after deducting the underwriting discount and other fees and expenses. The notes bear interest at a rate of 6.95% per year, with interest payable semi-annually in arrears in March and September of each year. The notes mature in March of 2029. The indenture governing the notes is subject to customary covenants and make-whole provisions upon early redemption.
Acquisition-related deferred payments. On July 2, 2018, pursuant to the Agreement and Plan of Merger dated May 29, 2018, the Company completed the acquisition of Boat Holdings, LLC, a privately held Delaware limited liability company, headquartered in Elkhart, Indiana that manufactures boats (“Boat Holdings”). As a component of the Boat Holdings merger agreement, the Company has committed to make a series of deferred payments to the former owners following the closing date of the merger through July 2030. The original discounted payable was for $76.7 million, of which $43.2 million was outstanding as of September 30, 2024. The outstanding balance is included in long-term financing obligations and current financing obligations in the consolidated balance sheets.