Debt

6 Months Ended

Jun. 30, 2025

Debt for the Company consists of the following:


	June 30, 2025			December 31, 2024
(in millions, except percentages)	Amount		Rate	Amount		Rate	Maturity Date
2023 Credit Agreement:
Term A Facility	$	1,071.9	(1)	$	475.0	(2)	October 10, 2028
Term B Facility	1,492.3		(3)	1,600.0		(4)	October 24, 2031
Revolver	481.5		(1)	—			October 10, 2028
2031 Senior Notes	800.0		3.875%	800.0		3.875%	October 15, 2031
2029 Senior Notes	800.0		4.000%	800.0		4.000%	April 15, 2029
Securitized debt	110.9		(5)	—			October 8, 2026
Finance lease obligations (6)	96.2			88.7			Various
Other	98.8			80.8			Various
Total debt	4,951.6			3,844.5
Less: Deferred financing costs	34.9			34.6
Total debt, net	4,916.7			3,809.9
Less: Current portion	113.4			69.5
Total long-term debt, net	$	4,803.3		$	3,740.4


(1)			Interest at SOFR index plus 10 basis points of credit spread adjustment, plus applicable margin of 1.625% as of June 30, 2025.
(2)			Interest at SOFR index plus 10 basis points of credit spread adjustment, plus applicable margin of 1.250% as of December 31, 2024.
(3)			Term B Interest at SOFR index plus applicable margin of 2.250% as of June 30, 2025.
(4)			Term B Interest at SOFR index plus applicable margin of 2.500% as of December 31, 2024.
(5)			Interest at one month SOFR index plus 10 basis points of credit spread adjustment, plus 85 basis points.
(6)			New finance lease obligations are a non-cash financing activity.

As of June 30, 2025, the Company was in compliance with all applicable debt covenants.

2023 Credit Agreement

On October 10, 2023, the Company entered into the 2023 Credit Agreement with a syndicate of banks. The 2023 Credit Agreement provides for a $1.15 billion revolving credit facility, a $500.0 million term loan facility, and an incremental facility in an aggregate amount of up to the greater of $850.0 million and additional amounts subject to the conditions set forth in the 2023 Credit Agreement, plus the amount of certain prepayments, plus an additional unlimited amount subject to compliance with a maximum consolidated secured leverage ratio test. The 2023 Credit Agreement has a $60.0 million sub-facility for the issuance of letters of credit.

On February 6, 2024, the Company and certain other parties thereto entered into an Amendment No. 1 ("Amendment No. 1") to the 2023 Credit Agreement which provided for a $625.0 million Delayed Draw Term A Loan and a $40.0 million increase in availability on the existing revolving loan. This amendment was executed in connection with the Company's financing strategy for the Mattress Firm Acquisition.

On October 24, 2024, the Company and certain other parties thereto entered into an Amendment No. 2 ("Amendment No. 2") and an Amendment No. 3 ("Amendment No. 3") to the Company's 2023 Credit Agreement. Amendment No. 2 extended the termination date for $605.0 million of the Delayed Draw Term A Loan commitments until October 24, 2025, among other changes. Amendment No. 3 provided for an incremental Term B Loan in the aggregate principal amount of $1.6 billion. The proceeds of the Term B Loan were funded into escrow, net of an original issue discount, on the closing of Amendment No. 3.

On February 5, 2025, upon the consummation of the Mattress Firm Acquisition, the Company borrowed $625.0 million under our Delayed Draw Term A Loan and $679.5 million under the revolving credit facility. In addition, approximately $1,592.0 million of proceeds in respect of the Term B Loan were released from escrow. The proceeds of these

financings were collectively used to fund a portion of the cash consideration for the acquisition, the repayment of Mattress Firm's debt and the payment of certain fees and expenses related to the acquisition.

On June 24, 2025, the Company and certain other parties thereto entered into an Amendment No. 4 ("Amendment No. 4") to the Company's 2023 Credit Agreement. Amendment No. 4 repriced the Company's existing Term B Loan due October 2031 by reducing the applicable margin on the Term B Loan by 0.25% to (i) a base rate plus an applicable margin of 1.25%, (ii) a Term SOFR rate plus an applicable margin of 2.25% or (iii) a Daily Simple SOFR rate plus an applicable margin of 2.25%, subject, in each case, to an additional 0.25% rate reduction based on the Company's consolidated total leverage ratio.

In connection with the repricing, the Company prepaid $100.0 million of the outstanding Term B Loan (including accrued and unpaid interest in respect thereof) with cash proceeds from a borrowing under the revolving credit facility under the 2023 Credit Agreement. The repriced Term B Loan is subject to a prepayment premium in connection with certain repricing transactions that may occur on or prior to the six-month anniversary of Amendment No. 4.

The Company had outstanding borrowings of $481.5 million under the revolving credit facility as of June 30, 2025. Total availability under the revolving facility was $707.7 million, after a $0.8 million reduction for outstanding letters of credit, as of June 30, 2025.

Securitized Debt

The Company and certain of its subsidiaries are party to a securitization transaction with respect to certain accounts receivable due to the Company and certain of its subsidiaries (as amended, the "Accounts Receivable Securitization"). As of June 30, 2025, there was no availability under the Accounts Receivable Securitization. While subject to a $150.0 million overall limit, the availability of revolving loans varies over the course of the year based on the seasonality of the Company's accounts receivable.

Future Obligations

As of June 30, 2025, the scheduled maturities of long-term debt outstanding, excluding finance lease obligations, for each of the next five years and thereafter are as follows:


(in millions)
Remainder of 2025	$	56.4
2026	192.3
2027	81.4
2028	1,437.8
2029	825.1
Thereafter	2,262.4
Total (1)	$	4,855.4
(1) Total future obligations excludes $35.1 million of outstanding letters of credit issued by various financial institutions, including $0.8 million associated with the 2023 Credit Facility.