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LONG-TERM DEBT
9 Months Ended
Sep. 30, 2024
LONG-TERM DEBT  
LONG-TERM DEBT

NOTE 16. LONG-TERM DEBT

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

September 30, 

December 31, 

    

2024

    

2023

Convertible Notes due 2028

$

575,000

$

575,000

Term Loan Facility

355,000

Gross long-term debt, including current maturities

575,000

930,000

Less: debt discount

(11,000)

(14,321)

Net long-term debt, including current maturities

564,000

915,679

Less: current maturities

(20,000)

Net long-term debt

$

564,000

$

895,679

For all periods presented, we were in compliance with the covenants under all debt agreements.

The following table summarizes interest expense related to our debt:

Three Months Ended September 30, 

Nine Months Ended September 30, 

    

2024

    

2023

    

2024

    

2023

Interest expense

$

5,736

$

3,528

$

18,403

$

8,818

Amortization of debt issuance costs

794

245

2,469

509

Capitalized interest

(157)

(428)

Total interest expense related to debt

$

6,373

$

3,773

$

20,444

$

9,327

Credit Agreement

Our credit agreement dated as of September 10, 2019, as amended (the “Credit Agreement”) consist of a senior unsecured term loan facility (“Term Loan Facility”) and a senior unsecured revolving facility (“Revolving Facility”), both maturing on September 9, 2026. On September 9, 2024, we entered into an amendment to the Credit Agreement to increase the capacity on the Revolving Facility from $200.0 million to $600.0 million. This amendment was in connection with the concurrent prepayment, using existing cash on hand, of the full $345.0 million outstanding principal balance under our Term Loan Facility.

For all periods presented, no amounts were outstanding on the Revolving Facility. The following table summarizes our availability to withdraw on the Revolving Facility:

September 30, 

December 31, 

    

2024

    

2023

Available capacity on Revolving Facility

$

600,000

$

200,000

In addition to 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 $250.0 million. Any requested increase is subject to lender approval.

The interest rate swap contracts previously entered into relative to the Term Loan Facility expired on September 10, 2024. Should we have future borrowings under the Term Loan Facility or Revolving Facility, they will 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.

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 $564.0 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 September 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.

We use level 2 measurements to estimate the fair value of our debt. As of September 30, 2024, we estimate the fair value of our Convertible Notes to be $598.2 million.