XML 24 R12.htm IDEA: XBRL DOCUMENT
v3.22.4

Long-Term Debt | 12 Months Ended
--- | ---
Dec. 31, 2022
Long-Term Debt [Abstract] |
Long-Term Debt | (5) Long-Term Debt The following table presents the carrying value and fair value of debt outstanding (in thousands):
|  | December 31, |
|  | 2022 |  |  | 2021 |
|  | Carrying Value |  |  | Fair Value |  |  | Carrying Value |  |  | Fair Value |
Revolving Credit Facility due July 29, 2027 (a) |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |
Term Loan due July 29, 2027 (a) |  |  | 170,000 |  |  |  | 170,000 |  |  |  | — |  |  |  | — |
Term Loan due March 27, 2024 (b) |  |  | — |  |  |  | — |  |  |  | 315,000 |  |  |  | 315,000 |
3.29% senior notes due February 27, 2023 |  |  | 350,000 |  |  |  | 352,275 |  |  |  | 350,000 |  |  |  | 358,390 |
4.2% senior notes due March 1, 2028 |  |  | 500,000 |  |  |  | 477,660 |  |  |  | 500,000 |  |  |  | 549,239 |
3.46% senior notes due January 19, 2033 |  |  | 60,000 |  |  |  | 42,647 |  |  |  | — |  |  |  | — |
Credit Line due June 30, 2024 |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Bank notes payable |  |  | 3,292 |  |  |  | 3,292 |  |  |  | 1,934 |  |  |  | 1,934 |
|  |  | 1,083,292 |  |  |  | 1,045,874 |  |  |  | 1,166,934 |  |  |  | 1,224,563 |
Unamortized debt discounts and issuance costs (c) |  |  | (3,674 | ) |  |  | — |  |  |  | (3,567 | ) |  |  | — |
|  | $ | 1,079,618 |  |  | $ | 1,045,874 |  |  | $ | 1,163,367 |  |  | $ | 1,224,563 |
(a) Variable interest rate of 5.8% at December 31, 2022. (b) Variable interest rate of 1.5% at December 31, 2021. (c) Excludes $1.8 million attributable to the 2027 Revolving Credit Facility included in other assets at December 31, 2022 and $1.4 million attributable to the 2024 Revolving Credit Facility included in other assets at December 31, 2021. The fair value of debt outstanding was determined using inputs characteristic of a Level 2 fair value measurement. The following table presents borrowings and payments under the bank credit facilities (in thousands):
|  | Year Ended December 31, |
|  | 2022 |  |  | 2021 |  |  | 2020 |
Borrowings on bank credit facilities |  | $ | 175,545 |  |  | $ | 6,162 |  |  | $ | 582,277 |
Payments on bank credit facilities |  |  | (174,187 | ) |  |  | (254,267 | ) |  |  | (332,253 | )
|  | $ | 1,358 |  |  | $ | (248,105 | ) |  | $ | 250,024 |
The aggregate payments due on the long-term debt in each of the next five years were as follows (in thousands):
2023 |  |  | 353,292 |
2024 |  |  | — |
2025 |  |  | — |
2026 |  |  | — |
2027 |  |  | 170,000 |
Thereafter |  |  | 560,000 |
|  | $ | 1,083,292 |
At the beginning of 2022, the Company had an amended and restated credit agreement (the “2024 Credit Agreement”) with a group of commercial banks, with JPMorgan Chase Bank, N.A. as the administrative agent bank, that allowed for an $850 million unsecured revolving credit facility (the “2024 Revolving Credit Facility”) and an unsecured term loan (the “2024 Term Loan”) with a maturity date of March 27, 2024. The 2024 Term Loan was prepayable, in whole or in part, without penalty. On July 29, 2022, the Company entered into a new credit agreement (the “2027 Credit Agreement”) with a group of commercial banks, with JPMorgan Chase Bank, N.A. as the administrative agent bank that allows for a $500 million unsecured revolving credit facility (the “2027 Revolving Credit Facility”) and a $250 million unsecured term loan (the “2027 Term Loan”) with a maturity date of July 29, 2027. The 2027 Credit Agreement replaced the 2024 Credit Agreement. In conjunction with entering into the 2027 Credit Agreement, on July 29, 2022, the Company borrowed $35 million under the 2027 Revolving Credit Facility and $250 million under the 2027 Term Loan to repay borrowings under the 2024 Term Loan. In the fourth quarter of 2022, the Company repaid $80.0 million under the 2027 Term Loan prior to scheduled maturities. As a result, no repayments are required until June 30, 2025. Outstanding letters of credit under the 2027 Revolving Credit Facility were $5.1 million and available borrowing capacity was $494.9 million as of December 31, 2022. The 2027 Term Loan is repayable in quarterly installments, with no repayments until June 30, 2025, in increasing percentages of the original principal amount of the loan, with the remaining unpaid balance of approximately $43.8 million payable upon maturity, assuming no prepayment. The 2027 Term Loan is prepayable, in whole or in part, without penalty. The 2027 Credit Agreement provides for a variable interest rate based on the Secured Overnight Financing Rate (“SOFR”) or a base rate calculated with reference to the prime rate quoted by The Wall Street Journal, the Federal Reserve Bank of New York Rate plus 0.5%, or the adjusted SOFR rate for a one month interest period plus 1.0%, among other factors (the “Alternate Base Rate”). The interest rate varies with the Company’s credit rating and is currently 137.5 basis points over SOFR or 37.5 basis points over the Alternate Base Rate. The 2027 Credit Agreement contains certain financial covenants including an interest coverage ratio and debt-to-capitalization ratio. In addition to financial covenants, the 2027 Credit Agreement contains covenants that, subject to exceptions, restrict debt incurrence, mergers and acquisitions, sales of assets, dividends and investments, liquidations and dissolutions, capital leases, transactions with affiliates, and changes in lines of business. The 2027 Credit Agreement specifies certain events of default, upon the occurrence of which the maturity of the outstanding loans may be accelerated, including the failure to pay principal or interest, violation of covenants and default on other indebtedness, among other events. Borrowings under the 2027 Credit Agreement may be used for general corporate purposes including acquisitions. The 2027 Revolving Credit Facility includes a $25 million commitment which may be used for standby letters of credit. The Company has $350 million of 3.29% senior unsecured notes due February 27, 2023 (the “2023 Notes”). No principal payments are required until maturity. The 2023 Notes contain certain covenants on the part of the Company, including an interest coverage covenant, a debt-to-capitalization covenant, and covenants relating to liens, asset sales and mergers, among others. The 2023 Notes also specify certain events of default, upon the occurrence of which the maturity of the notes may be accelerated, including failure to pay principal and interest, violation of covenants or default on other indebtedness, among others. The Company has $500 million of 4.2% senior unsecured notes due March 1, 2028 (the “2028 Notes”) with U.S. Bank National Association, as trustee. No principal payments are required until maturity. Interest payments of $10.5 million are due semi-annually on March 1 and September 1 of each year. The 2028 Notes are unsecured and rank equally in right of payment with the Company’s other unsecured senior indebtedness. The 2028 Notes contain certain covenants on the part of the Company, including covenants relating to liens, sale-leasebacks, asset sales and mergers, among others. The 2028 Notes also specify certain events of default, upon the occurrence of which the maturity of the notes may be accelerated, including failure to pay principal and interest, violation of covenants or default on other indebtedness, among others. On February 3, 2022, the Company entered into a note purchase agreement for the issuance of $300 million of unsecured senior notes with a group of institutional investors, consisting of $60 million of 3.46% series A notes (“Series A Notes”) and $240 million of 3.51% series B notes (“Series B Notes”), each due January 19, 2033 (collectively, the “2033 Notes”). The Series A Notes were issued on October 20, 2022, and the Series B Notes were issued on January 19, 2023. No principal payments will be required until maturity. Beginning in 2023, interest payments of $5.3 million are due semi-annually on January 19 and July 19 of each year, with the exception of the first payment on January 19, 2023, which was $0.5 million. The 2033 Notes are unsecured and rank equally in right of payment with the Company’s other unsecured senior indebtedness. The 2033 Notes contain certain covenants on the part of the Company, including an interest coverage covenant, a debt-to-capitalization covenant, and covenants relating to liens, asset sales and mergers, among others. The 2033 Notes also specify certain events of default, upon the occurrence of which the maturity of the notes may be accelerated, including failure to pay principal and interest, violation of covenants or default on other indebtedness, among others. The 3.29% unsecured senior notes due February 27, 2023 (the “2023 Notes”) are excluded from short term liabilities because the Company intends to use a combination of the proceeds from the issuance of the 2033 Notes and availability under the 2027 Revolving Credit Facility to repay the 2023 Notes upon maturity. The Company has a $10.0 million line of credit (“Credit Line”) with Bank of America, N.A. (“Bank of America”) for short-term liquidity needs and letters of credit, with a maturity date of June 30, 2024. The Credit Line allows the Company to borrow at an interest rate agreed to by Bank of America and the Company at the time each borrowing is made or continued. The Company had no borrowings outstanding under the Credit Line as of December 31, 2022. Outstanding letters of credit under the Credit Line were $0.6 million and available borrowing capacity was $9.4 million as of December 31, 2022. The Company also had $3.3 million and $1.9 million of short-term unsecured loans outstanding, as of December 31, 2022 and 2021, respectively, related to its South American operations. As of December 31, 2022, the Company was in compliance with all covenants under its debt instruments.

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for long-term debt. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
Name: | us-gaap_LongTermDebtTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration