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Debt, Net
9 Months Ended
Sep. 30, 2025
Debt Instruments [Abstract]  
Debt, Net Debt, Net
Our debt consisted of the following ($ in thousands):

September 30,December 31,
20252024
Revolving credit facility - unsecured$100,000 $331,200 
Bank term loan - unsecured125,000 200,000 
2031 Senior Notes - unsecured, net of discount of $1,715 and $1,956, respectively
398,285 398,044 
2033 Senior Notes - unsecured, net of discount of $3,838
346,162 — 
Private placement notes - unsecured150,000 150,000 
Fannie Mae term loans - secured, non-recourse— 75,815 
Unamortized debt issuance costs(10,382)(9,018)
Total debt, net$1,109,065 $1,146,041 

A summary of the aggregate principal maturities of our outstanding debt as of September 30, 2025 follows ($ in thousands):

Remainder of 2025$175,000 
2026— 
2027100,000 
2028100,000 
2029— 
2030— 
Thereafter750,000 
Total principal amounts of debt outstanding1,125,000 
Less: Unamortized debt issuance costs and discounts(15,935)
Total debt, net$1,109,065 

Revolving Credit Facility and Bank Term Loan

We have a $700.0 million unsecured revolving credit facility (the “Credit Facility”), which matures in October 2028, and may be extended by us pursuant to (i) one or both of the two six-month extension options or (ii) one 12-month extension option. On October 31, 2025, we amended the Credit Facility to remove the 0.10% credit spread adjustment applicable to the Secured Overnight Financing Rate (“SOFR”) interest rates, which will result in an effective decrease of 0.10% in the applicable interest rates with respect to the Credit Facility. Borrowings under the Credit Facility bear interest, at our election, at one of the following (a) Term SOFR plus a margin ranging from 0.725% to 1.40%, (b) Daily SOFR plus a margin ranging from 0.725% to 1.40% or (c) the base rate plus a margin ranging from 0.00% to 0.40%. In each election, the actual margin is determined according to our credit ratings. The base rate means, for any day, a fluctuating rate per annum equal to the highest of (x) the agent’s prime rate, (y) the federal funds rate on such day plus 0.50% or (z) the adjusted Term SOFR for a one-month tenor in effect on such day plus 1.00%. In addition, the Credit Facility requires a facility fee equal to 0.125% to 0.300%, based on our credit rating on the $700.0 million committed capacity without regard to usage.

As of September 30, 2025, we had $600.0 million available to draw on the Credit Facility, subject to usual and customary covenants. Among other stipulations, our credit agreement requires that we maintain certain financial ratios within limits set by our creditors. As of September 30, 2025, we were in compliance with these covenants.
We have an unsecured bank term loan (the “Bank Term Loan”) that bears interest at a variable rate which is SOFR-based with a margin determined according to our credit ratings. Concurrently with the amendment of the Credit Facility on October 31, 2025, we also amended the Bank Term Loan to remove the 0.10% credit spread adjustment applicable to the SOFR interest rates. In April 2025, we exercised the first of two six-month options to extend the maturity date to December 2025. In September 2025, we repaid $75.0 million on the Bank Term Loan. In October 2025, we exercised the remaining six-month option to extend the maturity date on the Bank Term Loan to June 2026.

Pinnacle Bank is a participating member of our banking group. A member of our board of directors, who became the chairman of our board of directors effective in January 2025, is also the chairman of the board of directors of Pinnacle Financial Partners, Inc., the holding company for Pinnacle Bank. Our corporate banking transactions are conducted primarily through Pinnacle Bank.

2031 Senior Notes

In January 2021, we issued $400.0 million in aggregate principal amount of 3.00% unsecured senior notes that mature in February 2031 (the “2031 Senior Notes”) and require semi-annual interest payments. The 2031 Senior Notes were sold at an issue price of 99.196% of face value before the underwriters’ discount. The 2031 Senior Notes are subject to affirmative and negative covenants, including financial covenants. As of September 30, 2025, we were in compliance with these covenants.

2033 Senior Notes

On September 22, 2025, we issued $350.0 million in aggregate principal amount of 5.35% unsecured senior notes that mature in February 2033 (the “2033 Senior Notes”). The 2033 Senior Notes were sold at an issue price of 98.903% of face value, before the underwriters’ discount. Our net proceeds from the 2033 Senior Notes offering, after deducting underwriting discounts and expenses, were $342.5 million. We used the net proceeds to repay existing indebtedness. Interest on the 2033 Senior Notes is due semi-annually beginning in February 2026. The 2033 Senior Notes are subject to affirmative and negative covenants, including financial covenants. As of September 30, 2025, we were in compliance with these covenants.

Private Placement Notes

A summary of the principal amounts outstanding on our unsecured private placement notes as of September 30, 2025 follows ($ in thousands):

Principal
InterestAmounts
OriginationMaturitiesRateOutstanding
November 2015November 20254.33%$50,000 
January 2015January 20274.51%100,000 
Total private placement notes$150,000 

The private placement notes have a fixed interest rate and require interest only payments up to the respective maturity dates. Covenants pertaining to the private placement notes are generally conformed with those governing our Credit Facility, except for specific debt coverage ratios that are more restrictive. Our private placement notes include a provision that increases the fixed annual interest rate if any rating agency lowers the credit rating on our unsecured senior debt below investment grade and our compliance leverage increases to 50.0% or more.

On November 3, 2025, we repaid $50.0 million of the private placement notes upon maturity.

Fannie Mae Term Loans

In the second quarter of 2025, we repaid all of the Fannie Mae term loans, including accrued interest, which totaled $75.7 million.
Interest Expense

A summary of the components of interest expense follows ($ in thousands):

Three Months EndedNine Months Ended
September 30,September 30,
2025202420252024
Interest expense at contractual rates$13,108 $14,131 $40,529 $42,247 
Capitalized interest— (65)— (152)
Amortization of debt issuance costs and discounts
and other658 873 2,575 2,568 
Total interest expense$13,766 $14,939 $43,104 $44,663