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Long-term Debt | 12 Months Ended
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Dec. 31, 2025
Debt Disclosure [Abstract] |
Long-term Debt | Long-term Debt Long-term debt consisted of the following (amounts in thousands):
| December 31,
| 2025 |  | 2024
Term Loan B Facility due March 14, 2031, interest at margin above SOFR or base rate (5.72% and 6.38% at December 31, 2025 and 2024, respectively), net of unamortized discount and deferred costs of $17.8 million and $20.6 million at December 31, 2025 and 2024, respectively | $ | 1,524,766 |  |  | $ | 1,537,591 |
Revolving Credit Facility due March 14, 2029, interest at a margin above SOFR or base rate (5.22% and 5.86% at December 31, 2025 and 2024, respectively) | 155,000 |  |  | 155,000 |
6.625% Senior Notes due March 15, 2032, net of unamortized deferred issuance costs of $5.5 million and $6.2 million at December 31, 2025 and 2024, respectively | 494,498 |  |  | 493,810 |
4.625% Senior Notes due December 1, 2031, net of unamortized deferred issuance costs of $3.9 million and $4.5 million at December 31, 2025 and 2024, respectively | 496,095 |  |  | 495,537 |
4.50% Senior Notes due February 15, 2028, net of unamortized discount and deferred issuance costs of $2.5 million and $3.6 million at December 31, 2025 and 2024, respectively | 688,279 |  |  | 687,178 |
Other long-term debt, weighted-average interest of 5.50% and 3.88% at December 31, 2025 and 2024, respectively, net of unamortized discount and deferred issuance costs of $0.1 million at December 31, 2025 and 2024, respectively | 37,110 |  |  | 38,364 |
Total long-term debt | 3,395,748 |  |  | 3,407,480 |
Current portion of long-term debt | (17,247) |  |  | (52,913) |
Long-term debt, net | $ | 3,378,501 |  |  | $ | 3,354,567 |
Credit Facility At December 31, 2025, Station LLC’s credit facility consists of the Term Loan B Facility and the Revolving Credit Facility (collectively, the “Credit Facility”). On March 14, 2024, incurred (i) a senior secured term “B” loan facility in an aggregate principal amount of $1.57 billion (the “Term Loan B Facility”) and (ii) a senior secured revolving credit facility with a borrowing capacity of up to $1.1 billion (the “Revolving Credit Facility” and, together with the Term Loan B Facility, the “Credit Facility”). The Revolving Credit Facility will mature on March 14, 2029 and the Term Loan B Facility will mature on March 14, 2031. As last amended in December 2024, the Term Loan B Facility bears interest at a rate per annum, at Station LLC’s option, equal to either the forward-looking Secured Overnight Financing Rate term (“Term SOFR”) plus 2.00% or base rate plus 1.00%. As last amended in March 2024, the Revolving Credit Facility bears interest at a rate per annum, at Station LLC’s option, equal to either Term SOFR plus an amount ranging from 1.50% to 1.75% or base rate plus an amount ranging from 0.50% to 0.75% depending on Station LLC’s consolidated senior secured net leverage ratio. Station LLC is required to make quarterly principal payments of $3.9 million on the Term Loan B Facility on the last day of each quarter, unless otherwise reduced by prepayments. Station LLC also is required to make mandatory payments of amounts outstanding under the Credit Facility with the proceeds of certain casualty events, debt issuances and asset sales and, depending on its consolidated total leverage ratio, Station LLC is required to apply a portion of its excess cash flow to repay amounts outstanding under the Term Loan B Facility, which would reduce future quarterly principal payments. The Company is not required to make an excess cash flow payment for 2025. Borrowings under the Credit Facility are guaranteed by all of Station LLC’s existing and future material restricted subsidiaries and are secured by pledges of all of the equity interests in Station LLC and its material restricted subsidiaries, a security interest in substantially all of the personal property of Station LLC and the subsidiary guarantors, and mortgages on the real property and improvements owned or leased by certain of Station LLC’s subsidiaries. The Credit Facility contains a number of customary covenants that, among other things, restrict, subject to certain exceptions, the ability of Station LLC and the subsidiary guarantors to incur debt; create liens; engage in mergers and acquisitions, or non-ordinary asset dispositions; pay distributions; pay dividends, make stock repurchases and optional redemptions of subordinated debt; make investments or loans; engage in certain transactions with affiliates or subsidiaries; modify their lines of business; or change the fiscal year. The Credit Facility contains a number of customary covenants, including requirements that Station LLC maintains throughout the term of such facility and measured as of the end of each quarter, a maximum total secured leverage ratio of 5.00 to 1.00. A breach of the financial ratio covenants shall only become an event of default if not cured and a Covenant Facility Acceleration has occurred. Management believes the Company was in compliance with all applicable covenants at December 31, 2025. At December 31, 2025, Station LLC’s borrowing availability under its Revolving Credit Facility, subject to continued compliance with the terms of the Credit Facility, was $898.2 million, which was net of $155.0 million in outstanding borrowings and $46.8 million in outstanding letters of credit and similar obligations. 6.625% Senior Notes On March 14, 2024, Station LLC issued $500.0 million in aggregate principal amount of 6.625% senior notes due 2032 (the “6.625% Senior Notes”) pursuant to an indenture dated as of March 14, 2024, among Station LLC, the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee. The net proceeds of the sale of the 6.625% Senior Notes together with the borrowings under the New Term B Loan were used (i) to refinance all loans and commitments outstanding under the existing credit facility, (ii) to pay fees and costs associated with such transactions and (iii) for general corporate purposes. Interest on the 6.625% Senior Notes is paid every six months in arrears on March 15 and September 15, which commenced on September 15, 2024. The 6.625% Senior Notes and the guarantees of such notes by certain of Station LLC’s subsidiaries are general senior unsecured obligations. On or after March 15, 2027, Station LLC may redeem all or a portion of the 6.625% Senior Notes at the redemption prices (expressed as percentage of the principal amount) set forth below plus accrued and unpaid interest to the applicable redemption date:
Years Beginning March 15, | Percentage
2027 | 103.313 | %
2028 | 101.656 | %
2029 and thereafter | 100.000 | %
Prior to March 15, 2027, Station LLC may at any time redeem some or all of the 6.625% Senior Notes at a price equal to 100.00% of the principal amount plus accrued and unpaid interest, plus a make-whole premium. In addition, Station LLC may redeem up to 40.00% of the aggregate principal amount of the 6.625% Senior Notes before March 15, 2027, with the net cash proceeds from certain equity offerings. The indenture governing the 6.625% Senior Notes requires Station LLC to offer to purchase the 6.625% Senior Notes at a purchase price in cash equal to 101.00% of the principal amount outstanding plus accrued and unpaid interest thereon if Station LLC experiences certain change of control events (as defined in the indenture). The indenture also requires Station LLC to make an offer to repurchase the 6.625% Senior Notes at a purchase price equal to 100.00% of the principal amount, plus accrued and unpaid interest, if it sells assets under certain circumstances and does not use the proceeds for specified purposes. The indenture governing the 6.625% Senior Notes contains a number of customary covenants that, among other things and subject to certain exceptions, restrict the ability of Station LLC and its restricted subsidiaries to incur or guarantee additional indebtedness; issue disqualified stock or create subordinated indebtedness that is not subordinated to the 6.625% Senior Notes; create liens; engage in mergers, consolidations or asset dispositions; enter into certain transactions with affiliates; engage in lines of business other than its core business and related businesses; make investments or pay dividends or distributions (other than customary tax distributions); or create restrictions on dividends or other payments by its restricted subsidiaries. These covenants are subject to several exceptions and qualifications as set forth in the indenture. The indenture governing the 6.625% Senior Notes also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such 6.625% Senior Notes to be declared due and payable. 4.625% Senior Notes In November 2021, Station LLC issued $500.0 million in aggregate principal amount of 4.625% Senior Notes due 2031, (the “4.625% Senior Notes”) pursuant to an indenture dated as of November 26, 2021, among Station LLC, the guarantors party thereto and Computershare Trust Company, National Association, as Trustee. Interest on the 4.625% Senior Notes is paid every six months in arrears on June 1 and December 1, which commenced on June 1, 2022. The 4.625% Senior Notes and the guarantees of such notes by certain of Station LLC’s subsidiaries are general senior unsecured obligations. On or after June 1, 2031 (the date that is six months prior to the maturity date of the notes), Station LLC may redeem all or a portion of the 4.625% Senior Notes at a redemption price equal to 100.00% of the principal amount redeemed, plus accrued and unpaid interest, if any, to the redemption date. The indenture governing the 4.625% Senior Notes requires Station LLC to offer to purchase the 4.625% Senior Notes at a purchase price in cash equal to 101.00% of the aggregate principal amount outstanding plus accrued and unpaid interest thereon if Station LLC experiences certain change of control events (as defined in the indenture). The indenture also requires Station LLC to make an offer to repurchase the 4.625% Senior Notes at a purchase price equal to 100.00% of the principal amount of the purchased notes if it has excess net proceeds (as defined in the indenture) from certain asset sales. The indenture governing the 4.625% Senior Notes contains a number of customary covenants that, among other things and subject to certain exceptions, restrict the ability of Station LLC and its restricted subsidiaries to incur or guarantee additional indebtedness; issue disqualified stock or create subordinated indebtedness that is not subordinated to the 4.625% Senior Notes; create liens; engage in mergers, consolidations or asset dispositions; enter into certain transactions with affiliates; engage in lines of business other than its core business and related businesses; or make investments or pay distributions (other than customary tax distributions). These covenants are subject to a number of exceptions and qualifications as set forth in the indenture. The indenture governing the 4.625% Senior Notes also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such 4.625% Senior Notes to be declared due and payable. 4.50% Senior Notes In February 2020, Station LLC issued $750.0 million in aggregate principal amount of 4.50% Senior Notes due 2028 (the “4.50% Senior Notes”) pursuant to an indenture dated as of February 7, 2020, among Station LLC, the guarantors party thereto and Wells Fargo Bank, National Association, as Trustee. Interest on the 4.50% Senior Notes is paid every six months in arrears on February 15 and August 15, which commenced on August 15, 2020. The 4.50% Senior Notes and the guarantees of such notes by certain of Station LLC’s subsidiaries are general senior unsecured obligations. Station LLC may redeem all or a portion of the 4.50% Senior Notes at a redemption price equal to 100.00% of the principal amount plus accrued and unpaid interest. The indenture governing the 4.50% Senior Notes requires Station LLC to offer to purchase the 4.50% Senior Notes at a purchase price in cash equal to 101.00% of the aggregate principal amount outstanding plus accrued and unpaid interest thereon if Station LLC experiences certain change of control events (as defined in the indenture). The indenture also requires Station LLC to make an offer to repurchase the 4.50% Senior Notes at a purchase price equal to 100.00% of the principal amount of the purchased notes if it has excess net proceeds (as defined in the indenture) from certain asset sales. The indenture governing the 4.50% Senior Notes contains a number of customary covenants that, among other things and subject to certain exceptions, restrict the ability of Station LLC and its restricted subsidiaries to incur or guarantee additional indebtedness; issue disqualified stock or create subordinated indebtedness that is not subordinated to the 4.50% Senior Notes; create liens; engage in mergers, consolidations or asset dispositions; enter into certain transactions with affiliates; engage in lines of business other than its core business and related businesses; or make investments or pay distributions (other than customary tax distributions). These covenants are subject to a number of exceptions and qualifications as set forth in the indenture. The indenture governing the 4.50% Senior Notes also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on such 4.50% Senior Notes to be declared due and payable. Other Long-term Debt On December 19, 2025, a 100%-owned unrestricted subsidiary of Station LLC entered into an amended and restated term loan agreement in the amount of $36.0 million, representing the principal outstanding amount of the original term loan. The amended and restated term loan is secured by the Company’s corporate office building and is not guaranteed by Station LLC or its restricted subsidiaries under the Credit Facility. The amended and restated term loan bears interest at a variable rate per annum equal to Term SOFR plus 1.75% and matures in December 2030. Principal payments of $0.1 million and interest payments are payable on a monthly basis until the maturity date, at which time the remaining principal amount will become due. Principal Maturities As of December 31, 2025, scheduled principal maturities of Station LLC’s long-term debt for each of the next five years and thereafter were as follows (amounts in thousands):
Years Ending December 31, |
2026 | $ | 17,247 |
2027 | 17,247 |
2028 | 708,043 |
2029 | 17,247 |
2030 | 46,007 |
Thereafter | 2,619,731 |
| 3,425,522 |
Debt discounts and issuance costs | (29,774) |
| $ | 3,395,748 |

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