Debt (Tables)

12 Months Ended

Dec. 31, 2024

The Company’s debt instruments at December 31 consist primarily of term notes, revolving lines of credit and a Securitization

Facility as follows (in thousands):


	2024	2023
Term Loan A note payable (a), net of discounts	$3,083,037	$2,882,595
Term Loan B note payable (a), net of discounts	2,327,174	1,840,244
Revolving line of credit facilities (a)	1,262,000	692,318
Other obligations (c)	869	748
Total notes payable, credit agreements and other obligations	6,673,080	5,415,905
Securitization Facility (b)	1,323,000	1,307,000
Total debt	$7,996,080	$6,722,905
Current portion	$2,769,974	$2,126,749
Long-term portion	5,226,106	4,596,156
Total debt	$7,996,080	$6,722,905

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(a)The Company is party to a $7.5 billion Credit Agreement (the "Credit Agreement"), with Bank of America, N.A., as

administrative agent, swing line lender and letter of credit issuer and a syndicate of financial institutions (the

"Lenders"), which has been amended multiple times. The Credit Agreement provides for senior secured credit facilities

(collectively, the "Credit Facility") consisting of a revolving credit facility in the amount of $1.8 billion, a Term Loan A

facility in the amount of $3.3 billion and a Term Loan B facility in the amount of $2.4 billion as of December 31, 2024.

The revolving credit facility consists of (a) a revolving A credit facility in the amount of $1.3 billion with sublimits for

letters of credit and swing line loans and (b) a revolving B facility in the amount of $500 million with borrowings in

U.S. dollars, euros, British pounds, Japanese yen or other currency as agreed in advance and sublimits for swing line

loans. The Credit Agreement also includes an accordion feature for borrowing an additional $750 million in Term Loan

A, Term Loan B, revolving A or revolving B facility debt and an unlimited amount when the leverage ratio on a pro-

forma basis is less than 3.75 to 1.00. Proceeds from the credit facilities may be used for working capital purposes,

acquisitions and other general corporate purposes. The maturity date for the Term Loan A and revolving credit facilities

A and B is June 24, 2027. The Term Loan B has a maturity date of April 30, 2028.

On May 3, 2023, the Company entered into the thirteenth amendment to the Credit Facility. The amendment replaced

LIBOR on the Term Loan B with the Secured Overnight Financing Rate (SOFR), plus a SOFR adjustment of 0.10%.

On January 31, 2024, the Company entered into the fourteenth amendment to its Credit Agreement. The amendment a)

increased the capacity on the revolving credit facility by $275 million and b) increased the Term Loan A commitments

by $325 million. The Company used the Term Loan A proceeds to pay down existing borrowings under the revolving

credit facility. As a result, the transaction was leverage neutral and resulted in a $600 million increase in the Company’s

availability under the revolving credit facility. The interest rates and maturity terms remained consistent with the

existing credit facilities.

On September 26, 2024, the Company entered into the fifteenth amendment to the Credit Agreement. The amendment

a) increased the Term Loan B commitments by $500 million, and b) removed the SOFR adjustment margin of 0.10%

from the calculation of interest on Term Loan B borrowings. The Company used the Term Loan B proceeds to pay

down existing borrowings under the revolving credit facility. The maturity dates and the interest rates for the revolving

credit facility and Term Loan A commitments were unchanged by this amendment.

Interest on amounts outstanding under the Credit Agreement accrues as follows: For all loans denominated in U.S.

dollars with the exception of Term Loan B borrowings, based on SOFR plus a SOFR adjustment of 0.10%; for Term

Loan B borrowings, based on SOFR; for all loans denominated in British pounds, based on the SONIA plus a SONIA

adjustment of 0.0326%; for all loans denominated in euros, based on the Euro Interbank Offered Rate (EURIBOR); or

for all loans denominated in Japanese yen, at the Tokyo Interbank Offer Rate (TIBOR) plus a margin based on a

leverage ratio (as defined in the agreement); or our option (for U.S. dollar borrowings only), the Base Rate (defined as

the rate equal to the highest of (a) the Federal Funds Rate plus 0.50%, (b) the prime rate announced by Bank of

America, N.A., or (c) SOFR plus 1.00% plus a margin based on a leverage ratio). In addition, the Company pays a

quarterly commitment fee at a rate per annum ranging from 0.25% to 0.30% of the daily unused portion of the credit

facility.

The interest rates at December 31, 2024 and 2023 are as follows:


	2024	2023
Term loan A	5.83%	6.83%
Term loan B	6.11%	7.21%
Revolving line of credit A & B (USD)	5.83%	6.83%
Revolving line of credit B (GBP)	6.11%	6.59%
Unused credit facility fee	0.25%	0.25%

The term loans are payable in quarterly installments due on the last business day of each March, June, September and

December with the final principal payment due on the respective maturity date. Borrowings on the revolving line of

credit are repayable at the maturity of the facility. Borrowings on the domestic swing line of credit are due on demand,

and borrowings on the foreign swing lines of credit are due no later than twenty business days after such loan is made.

The Company has unamortized debt discounts and debt issuance costs of $16.6 million and $19.0 million related to the

term loans as of December 31, 2024 and December 31, 2023, respectively, recorded in notes payable and other

obligations, net of current portion within the Consolidated Balance Sheets.

The Company has unamortized debt issuance costs of $3.4 million and $3.6 million related to the revolving credit

facility as of December 31, 2024 and December 31, 2023, respectively, recorded in other assets within the Consolidated

Balance Sheets.

As a result of the amortization of debt discounts and debt issuance costs, the effective interest rate incurred on the term

loans was 6.87% during 2024. Principal payments of $140.1 million were made on the term loans during 2024.

(b)The Company is party to a $1.7 billion receivables purchase agreement as of December 31, 2024. There is a program

fee equal to SOFR plus 0.10% adjustment plus 0.95% or the Commercial Paper Rate plus 0.85% as of December 31,

2024 and December 31, 2023. The program fee was 4.42% plus 0.94% as of December 31, 2024 and 5.49% plus 0.94%

as of December 31, 2023. The unused facility fee is payable at a rate of between 0.30% and 0.40% based on utilization

as of December 31, 2024 and December 31, 2023. The Company has unamortized debt issuance costs of $0.8 million

and $2.1 million related to the revolving Securitization Facility as of December 31, 2024 and December 31, 2023,

respectively, recorded in other assets within the Consolidated Balance Sheets.

The Securitization Facility provides for certain termination events, which includes nonpayment, upon the occurrence of

which the administrator may declare the facility termination date to have occurred, may exercise certain enforcement

rights with respect to the receivables and may appoint a successor servicer, among other things.

(c)Other obligations includes a credit facility assumed as part of a business acquisition in 2022.

The Company was in compliance with all financial and non-financial covenants at December 31, 2024. The Company has

entered into interest rate swap cash flow contracts with U.S. dollar notional amounts in order to reduce the variability of cash

flows in the previously unhedged interest payments associated with $4.5 billion of unspecified variable rate debt. See Note 16

for further information.

Summary of Contractual Maturities of Notes Payable and Other Obligations

The contractual maturities of the Company’s total notes payable, credit agreements and other obligations at December 31, 2024

were as follows (in thousands):


2025		$1,452,579
2026		189,699
2027		2,778,761
2028		2,268,666
2029		—
Thereafter		—
Total principal payments		6,689,705
Less: debt discounts and issuance costs included in debt		(16,625)
Total debt		$6,673,080