XML 42 R19.htm IDEA: XBRL DOCUMENT v3.25.0.1
CREDIT FACILITIES
 12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
CREDIT FACILITIES CREDIT FACILITIES:
    We are party to a credit agreement (Credit Facility) with Bank of America, N.A., as Administrative Agent, and the other lenders party thereto, which as of a June 2024 amendment and restatement (June 2024 Amendment), includes a new term loan in the original principal amount of $250.0 (Term A Loan), a new term loan in the original principal amount of $500.0 (Term B Loan, and collectively with the Term A Loan, the New Term Loans), and a $750.0 revolving credit facility (Revolver). Prior to the June 2024 Amendment, the Credit Facility included a term loan in the original principal amount of $350.0 (Initial Term Loan) and a term loan in the original principal amount of $365.0 (Incremental Term Loan), the outstanding borrowings under each of which were fully repaid with a substantial portion of the proceeds of the New Term Loans, and commitments of $600.0 under the Revolver. Notwithstanding (i) the repayment of the Incremental Term Loan in full and its replacement with the Term A Loan and (ii) the repayment of the Initial Term Loan in full and its replacement with the Term B Loan, for accounting purposes, such transactions were treated as non-substantial modifications of the Incremental Term Loan and the Initial Term Loan, respectively.

Prior to the June 2024 Amendment, the Initial Term Loan was scheduled to mature in June 2025; the Incremental Term Loan and the Revolver each were scheduled to mature in March 2025, unless either (i) the Initial Term Loan would have been prepaid or refinanced or (ii) commitments under the Revolver would be available and have been reserved to repay the Initial Term Loan in full, in which case such obligations were scheduled to mature in December 2026. Subsequent to the June 2024 Amendment, the Term A Loan and the Revolver each mature in June 2029. The Term B Loan matures in June 2031.

In June 2023 (effective for all subsequent interest periods for then-existing borrowings and all subsequent borrowings), we amended our Credit Facility (June 2023 Amendment) to replace LIBOR with the term Secured Overnight Financing Rate (Term SOFR) plus 0.1% (Adjusted Term SOFR). We applied the provisions of ASC 848, Reference Rate Reform and elected to apply the optional expedient relating to contract modifications meeting certain criteria, for these amendments that were due to the reference rate reform. The optional expedient allows an entity to account for and present a modification as an event that does not require contract remeasurement at the modification date or reassessment of a previous accounting determination. As such, the June 2023 Amendment did not have a significant impact on our consolidated financial statements.

Subsequent to the June 2023 Amendment and prior to the June 2024 Amendment, borrowings under the Revolver bear interest, depending on the currency of the borrowing and our election for such currency, at: (i) Adjusted Term SOFR, (ii) Base Rate, (iii) Canadian Prime, (iv) an Alternative Currency Daily Rate, or (v) an Alternative Currency Term Rate (each as defined in the Credit Facility prior to the June 2024 Amendment) plus a specified margin. The margin for borrowings under the Revolver and the Incremental Term Loan ranges from 1.50% to 2.25% for Adjusted Term SOFR borrowings and Alternative Currency borrowings, and from 0.50% to 1.25% for Base Rate and Canadian Prime borrowings, in each case depending on the rate we select and our consolidated leverage ratio (as defined in the Credit Facility prior to the June 2024 Amendment). Commitment fees range from 0.30% to 0.45% depending on our consolidated leverage ratio.

Subsequent to the June 2024 Amendment, borrowings under the Revolver bear interest, depending on the currency of the borrowing and our election for such currency, at: (i) Adjusted Term SOFR, (ii) Base Rate, (iii) Canadian Prime, (iv) an Alternative Currency Daily Rate, or (v) an Alternative Currency Term Rate (each as defined in the Credit Facility subsequent to the June 2024 Amendment) plus a specified margin. The margin for borrowings under the Revolver ranges from 1.50% to 2.25% for Adjusted Term SOFR, Alternative Currency Daily Rate or Alternative Currency Term Rate borrowings, and from 0.50% to 1.25% for Base Rate and Canadian Prime borrowings, in each case depending on the rate we select and a defined net leverage ratio. Commitment fees range from 0.30% to 0.45%, depending on our defined net leverage ratio. Outstanding amounts under the Term A Loan bear interest at Adjusted Term SOFR or Base Rate, plus a margin ranging from 1.50% — 2.25% for Adjusted Term SOFR borrowings and from 0.50% — 1.25% for Base Rate borrowings, in each case depending on the rate we select and our defined net leverage ratio. Outstanding amounts under the Term B Loan bear interest at Term SOFR plus 1.75% or the Base Rate plus 0.75%, depending on the rate we select. At December 31, 2024, outstanding amounts under the Term A Loan bore interest at Adjusted Term SOFR plus 1.75%; outstanding amounts under the Term B Loan bore interest at Term SOFR plus 1.75%; and no amounts were outstanding under the Revolver.

We have entered into interest rate swap agreements to hedge against our exposures to the interest rate variability on a portion of our Term Loans. See note 19 for further detail.
Prior to the June 2024 Amendment, the Initial Term Loan required quarterly principal repayments of $0.875 (all repaid in prior years) and the Incremental Term Loan required quarterly principal repayments of $4.5625. Subsequent to the June 2024 Amendment, the Term A Loan and the Term B Loan require quarterly principal repayments of $3.125 and $1.250, respectively (each of which commenced in September 2024), and both require a lump sum repayment of the remainder outstanding at maturity. Any outstanding amounts under the Revolver are due at maturity. Except under specified circumstances, and subject to the payment of breakage costs (if any), we are generally permitted to make voluntary prepayments of outstanding amounts under the Revolver and the New Term Loans without any other premium or penalty. Repaid amounts on the New Term Loans may not be re-borrowed. We are also required to make annual prepayments of outstanding obligations under the Credit Facility (applied first to the New Term Loans, then to the Revolver, in the manner set forth in the Credit Facility) ranging from 0% — 50% (based on a defined leverage ratio) of specified excess cash flow for the prior fiscal year. No prepayments based on excess cash flow were required in 2024, or will be required in 2025. In addition, prepayments of outstanding obligations under the Credit Facility (applied as described above) may also be required in the amount of specified net cash proceeds received above a specified annual threshold (including proceeds from the disposal of certain assets). No prepayments based on net cash proceeds were required in 2024, or will be required in 2025.

At December 31, 2024, the aggregate remaining mandatory principal repayments under the Credit Facility are as follows (assuming no further mandatory principal repayments are required based on excess cash flow or net cash proceeds):
20252026202720282029Thereafter
Total
Term A Loan
$12.5 $12.5 $12.5 $12.5 $193.7 $— $243.7 
Term B Loan
$5.0 $5.0 $5.0 $5.0 $5.0 $472.5 $497.5 

    Under the June 2024 Amendment, the Credit Facility has an accordion feature that allows us to increase the New Term Loans and/or commitments under the Revolver by $200.0, plus an unlimited amount to the extent that a defined leverage ratio on a pro forma basis does not exceed specified limits, in each case on an uncommitted basis and subject to the satisfaction of certain terms and conditions. The Revolver also includes a $50.0 sub-limit for swingline loans, providing for short-term borrowings up to a maximum of ten business days, as well as a $150.0 sub-limit for letters of credit (L/Cs), in each case subject to the overall Revolver credit limit. The Revolver permits us and certain designated subsidiaries to borrow funds (subject to specified conditions) for general corporate purposes, including for capital expenditures, certain acquisitions, and working capital needs.

We are required to comply with certain restrictive covenants under the Credit Facility, including those relating to the incurrence of certain indebtedness, the existence of certain liens, the sale of certain assets, specified investments and payments, sale and leaseback transactions, and certain financial covenants relating to a defined interest coverage ratio and leverage ratio that are tested on a quarterly basis. Our Credit Facility also limits share repurchases for cancellation if our consolidated secured leverage ratio (as defined in such facility) exceeds a specified amount (Repurchase Restriction). At December 31, 2024 and December 31, 2023, we were in compliance with all restrictive and financial covenants under the Credit Facility, and the Repurchase Restriction was not in effect.

    The obligations under the Credit Facility are guaranteed by us and certain specified subsidiaries. Subject to specified exemptions and limitations, all assets of the guarantors are pledged as security for the obligations under the Credit Facility. The Credit Facility contains customary events of default. If an event of default occurs and is continuing (and is not waived), the Administrative Agent may declare all amounts outstanding under the Credit Facility to be immediately due and payable, and may cancel the lenders’ commitments to make further advances thereunder. In the event of a payment or other specified defaults, outstanding obligations accrue interest at a specified default rate. No such defaults occurred during 2022 to 2024. The obligations under the Credit Facility rank pari passu with other unsecured and unsubordinated creditors.
Activity under our Credit Facility for the periods indicated is set forth below:
Revolver
(excluding L/C)
Term loans
Outstanding balances at December 31, 2021
$— $660.4 
Amount borrowed in Q1 2022
228.0 — 
Amount repaid in Q1 2022
(228.0)(4.5625)
(1)
Amount borrowed in Q2 2022
348.0 — 
Amount repaid in Q2 2022
(348.0)(4.5625)
(1)
Amount borrowed in Q3 2022
359.0 — 
Amount repaid in Q3 2022
(359.0)(4.5625)
(1)
Amount borrowed in Q4 2022
300.0 — 
Amount repaid in Q4 2022
(300.0)(19.5625)
(2)
Outstanding balances at December 31, 2022
$— $627.2 
Amount borrowed in Q1 2023
281.0 — 
Amount repaid in Q1 2023
(281.0)(4.5625)
(1)
Amount borrowed in Q2 2023
200.0 — 
Amount repaid in Q2 2023
(200.0)(4.5625)
(1)
Amount borrowed in Q3 2023
140.0 — 
Amount repaid in Q3 2023
(140.0)(4.5625)
(1)
Amount borrowed in Q4 2023
270.0 — 
Amount repaid in Q4 2023
(270.0)(4.5625)
(1)
Outstanding balances at December 31, 2023
$— $608.9 
Amount borrowed in Q1 2024
285.0 — 
Amount repaid in Q1 2024
(257.0)(4.5625)
(1)
Amount borrowed in Q2 2024
180.0 
(3)
750.0 
(4)
Amount repaid in Q2 2024
(208.0)(604.3)
(5)
Amount borrowed in Q3 2024
20.0 — 
Amount repaid in Q3 2024
(20.0)(4.375)
(6)
Amount borrowed in Q4 2024
313.0 — 
Amount repaid in Q4 2024
(313.0)(4.375)
(6)
Outstanding balances at December 31, 2024
$— $741.2 
(1)    Represents the scheduled quarterly principal repayment under the Incremental Term Loan.
(2)    Represents the scheduled quarterly principal repayment under the Incremental Term Loan and a $15.0 voluntary prepayment under the Initial Term Loan.
(3)    A portion was used to fund the NCS purchase price (see note 3).
(4)    Represents borrowings under the New Term Loans.
(5)    Represents the repayment and termination of the Initial Term Loan and Incremental Term Loan.
(6)    Represents scheduled quarterly principal repayments under the New Term Loans.
The following table sets forth, at the dates shown: outstanding borrowings under the Credit Facility, excluding ordinary course L/Cs; notional amounts under our interest rate swap agreements, outstanding finance lease obligations; and information regarding outstanding L/Cs, surety bonds and overdraft facilities:
Outstanding borrowings
Notional amounts under interest rate swaps (note 19)
December 31
2024		December 31
2023		December 31
2024		December 31
2023
Borrowings under the Revolver (i)
$— $— $— $— 
Borrowings under the Term Loans (i)
Initial Term Loan$— $280.4 $— $100.0 
Incremental Term Loan— 328.5 — 230.0 
Term A Loan
243.7 — 130.0 — 
Term B Loan
497.5 — 200.0 — 
Total$741.2 $608.9 $330.0 $330.0 
Total borrowings under Credit Facility $741.2 $608.9 
Unamortized debt issuance costs related to Term Loans (i)
(6.2)(1.6)
Finance lease obligations (see note 7)
61.7 68.0 
$796.7 $675.3 
Total Credit Facility and finance lease obligations:
Current portion$26.5 $27.0 
Long-term portion770.2 648.3 
$796.7 $675.3 
L/Cs, guarantees, surety bonds and overdraft facilities:
Outstanding L/Cs under the Revolver$11.1 $10.5 
Outstanding bank guarantees and surety bonds outside the Revolver23.0 16.5 
Total$34.1 $27.0 
Available uncommitted bank overdraft facilities$198.5 $198.5 
Amounts outstanding under available uncommitted bank overdraft facilities$— $— 
(i)    We incur fees and expenses upon amendments to the Credit Facility. Third-party expenses and creditor fees incurred in 2024 totaling $3.9 (2023 — nil; 2022 — nil) in connection with the Revolver were deferred as other assets on our consolidated balance sheet and are amortized on a straight line basis over the remaining term of the Revolver. Creditor fees incurred in 2024 totaling $5.4 (2023 — nil; 2022 — nil) in connection with our Term Loans were deferred as long-term debt on our consolidated balance sheet and are amortized over their respective terms using the effective interest rate method.