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Line of Credit
12 Months Ended
Dec. 31, 2021
Line of Credit Facility [Abstract]  
Lines of Credit Line of Credit
On April 23, 2021, the Company entered into a new five-year $325,000 Credit Agreement (the Credit Facility) with Wells Fargo Bank, N.A. (Wells Fargo), and a syndicate of other lenders. The Credit Facility is scheduled to expire in April 2026, at which time any aggregate principal amount of loans outstanding becomes payable in full. Any borrowings made under the Credit Facility will accrue interest at rates that, at the Company's option, are based on a base rate (the Base Rate) plus a premium that can range from 0.25% to 1.00% or the London InterBank Offered Rate (LIBOR) plus a premium that can range from 1.25% to 2.00% depending on the Company’s Leverage Ratio (a ratio of consolidated indebtedness to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) for the four preceding fiscal quarters, all as defined in the related agreement). The Base Rate is defined as the highest of a) the Federal Funds Rate, as published by the Federal Reserve Bank of New York, plus 0.50%, b) the prime commercial lending rate of Wells Fargo, c) the applicable LIBOR plus 1.00%, or d) 0%. The Credit Facility includes fallback language clearly defining an alternative reference rate which provides for specified replacement rates upon a LIBOR cessation event. At the time of a LIBOR cessation event, the replacement rate, the Secured Overnight Financing Rate (SOFR), self-executes without the need for negotiations or a formal amendment process.
The Company also pays quarterly commitment fees based on the unused portion of the Credit Facility. The quarterly fees for the Credit Facility can range from 0.15% of the amount of the unused portion to 0.30%, depending on the Company’s Leverage Ratio. Certain wholly-owned subsidiaries of the Company have guaranteed the obligations of the Company under the agreement. The aggregate amount of the Credit Facility may be increased by an additional $100,000 under certain conditions set forth in the agreement. The Company may issue up to $15,000 in letters of credit under the terms of the Credit Facility. The Company pays a periodic commission fee of 1.25% plus an issuance fee of 0.20% of the aggregate face amount of the outstanding letters of credit issued under the Credit Facility.
The Credit Facility contains covenants with restrictions on the ability of the Company to do transactions with affiliates other than wholly-owned subsidiaries or to incur liens or certain types of indebtedness as defined in the agreement. In the event of a default under the Credit Facility, the Company would also be restricted from paying dividends on, or repurchasing, its common stock without the approval of the lenders. Upon the occurrence of certain financial or economic events, significant corporate events, or certain other events of default constituting an event of default under the Credit Facility, all loans outstanding may be declared immediately due and payable and all commitments under the agreement may be terminated.
In November 2021, the Company borrowed $40,000 under the Credit Facility for the funding of an acquisition (See Note 14). There were no principal payments related to the Credit Facility during 2021. As of December 31, 2021, the outstanding balance of the Credit Facility was $40,000 and is included in Borrowings Under Revolving Credit Facility on the accompanying Consolidated Balance Sheet.
As of December 31, 2021, the Company had outstanding letters of credit of $5,808 under the Credit Facility. These letters of credit were issued primarily for the expansion of the Company's headquarters and are scheduled to expire during 2022. The Company was in compliance with all covenants of the Credit Facility during 2021.
In February 2022, the Company made a principal payment of $10,000 against the outstanding balance of the Credit Facility. The amount of the Credit Facility available for general corporate purposes as of February 17, 2022 was $289,192.
The Company considers the book value of long-term debt related to the borrowing through the Credit Facility to be representative of its fair value.
Prior to entering into the Credit Facility, the Company maintained a $300,000 revolving line of credit through a Credit Agreement with Wells Fargo and a syndicate of other lenders (the 2016 Credit Facility). The Company paid commitment fees based on the unused portion of the facility. The 2016 Credit Facility contained covenants that restricted the ability of the Company to engage in mergers, consolidations, asset sales, investments, transactions with affiliates, or to incur liens, as defined in the agreement. The Company had no borrowings through the 2016 Credit Facility at December 31, 2020. None of the covenants of the 2016 Credit Facility negatively affected the Company’s liquidity or capital resources. The Company was in compliance with all covenants of the 2016 Credit Facility during 2021 while active.
The Company incurred $563, $609 and $630 in interest charges and commitment fees relating to its lines of credit during 2021, 2020 and 2019, respectively, which are reflected in Interest expense on the accompanying Consolidated Statements of Operations. The weighted average interest rate applied to the outstanding balance of the Credit Facility during 2021 was 1.40%.