Quarterly report pursuant to Section 13 or 15(d)

Debt

v3.23.2
Debt
 6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Debt
7.
Debt

Substantially all of the Company’s debt is carried at outstanding principal balance, less debt issuance costs and any unamortized discount. The following table is a summary of the Company’s outstanding debt:

 

 

June 30, 2023

 

 

December 31, 2022

 

Term debt

 

 

 

 

 

 

7-year term loan facility, periodic interest and quarterly principal payments, Adjusted Term SOFR + 3.00%, matures September 1, 2027

 

$

1,567,739

 

 

$

1,571,818

 

Senior secured notes

 

 

 

 

 

 

8-year senior secured notes, semi-annual interest payments, 4.38%, matures February 1, 2030

 

 

400,218

 

 

 

399,791

 

Revolving debt

 

 

 

 

 

 

5-year revolving loan facility, periodic interest payments, Adjusted Term SOFR + up to 3.00%, plus commitment fees of 0.25%-0.50%, matures July 26, 2026

 

 

386

 

 

 

392

 

Premium financing notes

 

 

 

 

 

 

Commercial notes, periodic interest and principal payments, 5.75%, expire May 1, 2024

 

 

6,084

 

 

 

—

 

Commercial notes, periodic interest and principal payments, 1.88%-2.49%, expired May 1, 2023

 

 

—

 

 

 

1,685

 

Commercial notes, periodic interest and principal payments, 2.49%, expired June 1, 2023

 

 

—

 

 

 

767

 

Commercial notes, periodic interest and principal payments, 2.74%, expired June 21, 2023

 

 

—

 

 

 

3,266

 

Finance lease obligation

 

 

—

 

 

 

57

 

Units subject to mandatory redemption

 

 

4,946

 

 

 

4,711

 

Total debt

 

$

1,979,373

 

 

$

1,982,487

 

Less: Short-term debt and current portion of long-term debt

 

 

(30,587

)

 

 

(30,587

)

Long-term debt

 

$

1,948,786

 

 

$

1,951,900

 

Term Loan

The original principal of the Term Loan was $1,650.0 million. As of June 30, 2023, $1,604.6 million of the principal was outstanding, $0.4 million of interest was accrued, and the related unamortized deferred issuance costs were $37.3 million. As of December 31, 2022, $1,612.9 million of the principal was outstanding, $0.7 million of interest was accrued, and the related unamortized deferred issuance costs were $41.7 million.

Revolving Credit Facility

The Revolving Credit Facility had a borrowing capacity of $600.0 million as of June 30, 2023 and December 31, 2022. As the Revolving Credit Facility had not been drawn on as of June 30, 2023 or December 31, 2022, the deferred issuance costs related to the facility of $5.2 million and $6.4 million, respectively, were included in Other non-current assets on the Consolidated Balance Sheets. The Company pays a commitment fee on undrawn amounts under the facility of 0.25%-0.50%. As of June 30, 2023 and December 31, 2022, the Company accrued $0.4 million of unpaid commitment fees related to the Revolving Credit Facility in Short-term debt and current portion of long-term debt on the Consolidated Balance Sheets.

Transition from LIBOR to SOFR

In the second quarter of 2022, the Company entered into a fourth amendment to the Credit Agreement on its Term Loan and Revolving Credit Facility to transition from using the Eurocurrency Rate (LIBOR) to a benchmark replacement of Adjusted Term SOFR. Relatedly, the Company adopted ASU 2020-04 Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting in the second quarter of 2022. The Company elected the expedient that allows for the contract modification to be treated as not substantial and to account for any related changes on a prospective basis from the modification date.

Senior Secured Notes due 2030

On February 3, 2022, the LLC issued $400.0 million of Senior Secured Notes. As of June 30, 2023 and December 31, 2022, the Company recognized unamortized deferred issuance costs and discount of $7.0 million and $7.5 million, respectively, and accrued $7.3 million of interest related to these notes as of both period ends.