XML 28 R17.htm IDEA: XBRL DOCUMENT v3.21.2
Long-Term Debt
9 Months Ended
Sep. 30, 2021
Debt Disclosure [Abstract]  
Long-Term Debt

9. Long-Term Debt

(in thousands)

    

September 30, 2021

    

December 31, 2020

Credit Facility

$

220,000

$

393,000

2028 Notes

Principal

 

800,000

 

800,000

Debt premium, net of amortization

13,037

 

14,541

Deferred financing costs, net of amortization

 

(10,821)

 

(11,766)

 

802,216

 

802,775

2027 Notes

Principal

500,000

 

500,000

Deferred financing costs, net of amortization

(6,081)

 

(6,908)

493,919

 

493,092

Long-term debt

$

1,516,135

$

1,688,867

Credit Facility

As of September 30, 2021, there were $12.5 million letters of credit outstanding under the Credit Facility and the applicable margin on borrowings outstanding was 2.4%. The weighted average annual interest rate on the outstanding balance under the Credit Facility, excluding the effect of interest rate swaps, was 2.6% and 2.7% at September 30, 2021 and December 31, 2020, respectively. We incurred $0.5 million and $0.4 million in commitment fees on the daily unused amount of the Credit Facility during the three months ended September 30, 2021 and 2020, respectively, and $1.5 million during each of the nine months ended September 30, 2021 and 2020.

We must maintain certain consolidated financial ratios, as defined in our Credit Facility agreement. As of September 30, 2021, the ratio requirements did not constrain our undrawn capacity and as such, $517.5 million was available for additional borrowings. As of September 30, 2021, we were in compliance with all covenants under the Credit Facility agreement.

Amendment No. 3

On February 22, 2021, we amended our Credit Facility to, among other things:

reduce the aggregate revolving commitment from $1.25 billion to $750.0 million, and
adjust the maximum Senior Secured Debt to EBITDA and Total Debt to EBITDA ratios, as defined in the Credit Facility agreement, to the following:

Senior Secured Debt to EBITDA

 

3.00 to 1.0

Total Debt to EBITDA

 

  

Through fiscal year 2022

5.75 to 1.0

January 1, 2023 through September 30, 2023

 

5.50 to 1.0

Thereafter (1)

 

5.25 to 1.0

(1)Subject to a temporary increase to 5.50 to 1.0 for any quarter during which an acquisition satisfying certain thresholds is completed and for the two quarters immediately following such quarter.

We incurred $1.8 million in transaction costs related to Amendment No. 3, which were included in other assets in our condensed consolidated balance sheets and are being amortized over the remaining term of the Credit Facility. In addition, we wrote off $4.9 million of unamortized deferred financing costs as a result of the amendment, which was recorded to interest expense in our condensed consolidated statements of operations during the nine months ended September 30, 2021.

2022 Notes Redemption

In April 2020, the 2022 Notes were redeemed at 100% of their $350.0 million aggregate principal amount plus accrued and unpaid interest of $10.5 million with borrowings under the Credit Facility. A debt extinguishment loss of $4.0 million related to the redemption was recognized during the nine months ended September 30, 2020.