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LONG-TERM DEBT
 6 Months Ended
Jun. 30, 2024
LONG-TERM DEBT  
LONG-TERM DEBT

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NOTE 16. LONG-TERM DEBT

Long-term debt on our Consolidated Balance Sheets consists of the following:

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June 30, 

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December 31, 

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2024

    

2023

Convertible Notes due 2028

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$

575,000

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$

575,000

Term Loan Facility due 2026

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345,000

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​

355,000

Gross long-term debt, including current maturities

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920,000

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930,000

Less: debt discount

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(12,691)

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(14,321)

Net long-term debt, including current maturities

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907,309

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915,679

Less: current maturities

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(20,000)

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(20,000)

Net long-term debt

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$

887,309

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$

895,679

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For all periods presented, we were in compliance with the covenants under all debt agreements. Contractual maturities of our gross long-term debt, including current maturities, are as follows:

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Year Ending December 31,

    

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2024 (remaining)

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$

10,000

2025

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20,000

2026

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​

315,000

2027

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​

—

2028

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​

575,000

Total

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$

920,000

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The following table summarizes our borrowings:

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June 30, 2024

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Balance

    

Interest 
Rate

Convertible Notes due 2028

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$

575,000

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2.50%

Term Loan Facility due 2026 at fixed interest rate due to interest rate swap

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​

211,969

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1.17%

Term Loan Facility due 2026 at variable interest rate

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​

133,031

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6.19%

Total borrowings

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$

920,000

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The interest rate swap contracts expire on September 10, 2024. After that date, this portion of our Term Loan Facility will be subject to a variable interest rate. For more information, see Note 7. Derivative Financial Instruments. The Term Loan Facility and Revolving Facility bear interest, at our option, at a rate based on the Base Rate or SOFR, as defined in the Credit Agreement, plus an applicable margin.

The following table summarizes interest expense related to our debt:

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Three Months Ended June 30, 

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Six Months Ended June 30, 

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2024

    

2023

    

2024

    

2023

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Interest expense

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$

6,365

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$

2,701

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$

12,667

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$

5,290

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Amortization of debt issuance costs

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​

855

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​

131

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1,675

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​

263

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Capitalized interest

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(271)

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—

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(271)

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—

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Total interest expense related to debt

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$

6,949

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$

2,832

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$

14,071

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$

5,553

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Convertible Senior Notes due 2028

On September 12, 2023, we completed a private, unregistered offering of $575.0 million aggregate principal amount of 2.50% convertible senior notes due 2028 (“Convertible Notes”).

The $563.3 million remaining outstanding principal amount of the Convertible Notes, net of unamortized issuance costs, continues to be classified as long-term debt as none of the conversion triggers occurred as of June 30, 2024. The redemption price is 100% of the principal amount plus accrued and unpaid interest. The Convertible Notes mature on September 15, 2028, unless earlier repurchased, redeemed, or converted. Interest is payable semi-annually in arrears in March and September.

Concurrent with the Convertible Notes issuance, we entered into hedges and sold warrants with respect to our common stock. In combination, the hedges and warrants synthetically increase the initial conversion price on the Convertible Notes from $137.46 to $179.76, reducing the potential dilutive effect.

Credit Agreement

Our credit agreement dated as of September 10, 2019, as amended (the “Credit Agreement”) consists of a senior unsecured term loan facility (“Term Loan Facility”) and a senior unsecured revolving facility (“Revolving Facility”). Both mature on September 9, 2026.

On March 31, 2023, we executed an amendment to the Credit Agreement to transition the benchmark interest rate from LIBOR to SOFR. The impact of this transition was not material to our consolidated financial statements.

On September 7, 2023, we entered into an additional amendment to the Credit Agreement to amend certain definitions, covenants, and events of default.

The following table summarizes our availability to withdraw on the Revolving Facility:

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June 30, 

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December 31, 

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2024

    

2023

Available capacity on Revolving Facility

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$

200,000

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$

200,000

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As part of our available capacity on the Revolving Facility, prior to the maturity date of the Credit Agreement, we may request an increase to the financing commitments in either the Term Loan Facility or Revolving Facility by an aggregate amount not to exceed $115.0 million. Any requested increase is subject to lender approval.

We use level 2 measurements to estimate the fair value of our debt. As of June 30, 2024, we estimate the fair value of our Convertible Notes to be $597.8 million, and the par value of the Term Loan Facility approximates its fair value.

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