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Financing Arrangements | 6 Months Ended
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Jun. 30, 2026
Debt Disclosure [Abstract] |
Financing Arrangements | NOTE 9 – FINANCING ARRANGEMENTS
Debt consisted of: |  |  |  |  |  |
|  | June 30, 2026 |  |  | December 31, 2025 |
Senior Secured Credit Agreement |  | $ | 247,750 |  |  | $ | 280,750 |
Credit Facility |  |  | — |  |  |  | — |
6.40% Note Agreement |  |  | 30,000 |  |  |  | 30,000 |
Total debt |  |  | 277,750 |  |  |  | 310,750 |
Unamortized discount and debt issuance fees |  |  | (2,752 | ) |  |  | (3,219 | )
Total debt, net |  |  | 274,998 |  |  |  | 307,531 |
Less: current portion of long-term debt |  |  | — |  |  |  | (23,125 | )
Total long-term debt, net |  | $ | 274,998 |  |  | $ | 284,406 |
The carrying value of long term debt, including the current portion, approximates fair value as the variable interest rates approximate rates available to other market participants with comparable credit risk, and interest rates as of June 30, 2026 were approximately the same as interest rates at the time the fixed rate agreement was executed. Amended and Restated Senior Secured Credit Agreement On May 31, 2024, the Company entered into an Amended and Restated Senior Secured Credit Agreement (the “Amended and Restated Senior Credit Agreement”) with several lenders, which amended, extended, and restated the Company’s previous Senior Secured Credit Agreement, dated as of May 31, 2022. The Amended and Restated Senior Credit Agreement provides for a term loan facility in an aggregate principal amount of $370 million (the “Senior Term Loan Facility”), a revolving credit facility in an aggregate principal amount of up to $100 million (the “Credit Facility”), a letter of credit sub-facility in the aggregate available amount of up to $30 million, as a sublimit of the Credit Facility, and a swing line sub-facility in the aggregate available amount of up to $20 million, as a sublimit of the Credit Facility. The obligations of the Company under the Amended and Restated Senior Credit Agreement are secured by a first priority lien on substantially all of its personal property, and guaranteed by certain of the Company’s direct, wholly-owned subsidiaries (the “Guarantors”), which guarantees are secured by a first priority lien in substantially all of the Guarantors’ personal property. The Amended and Restated Senior Credit Agreement has a maturity date of May 31, 2029, with the Senior Term Loan Facility requiring quarterly installment payments commencing on September 30, 2024 and continuing on the last day of each consecutive December, March, June and September thereafter. The Company has made payments in excess of the required minimum installment payments, which have been applied to future required minimum quarterly installment payments. As a result, the Company does not have any required quarterly installment payments due under the Senior Term Loan Facility within the next 12 months. At the option of the Company, borrowings under the Senior Term Loan Facility and under the Credit Facility bear interest at either a base rate or at an Adjusted Term SOFR Rate (as defined in the Amended and Restated Senior Credit Agreement), plus the applicable margin, which ranges from 0.5% to 1.25% for base rate loans and 1.50% to 2.25% for Adjusted Term SOFR Rate loans. The applicable margin is based on the Company’s total leverage ratio. At June 30, 2026, the applicable interest rate under the Amended and Restated Senior Secured Credit Agreement was Adjusted Term SOFR plus 1.75%, or 5.5%. The Amended and Restated Senior Credit Agreement requires the Company to maintain a consolidated total net leverage ratio not to exceed 3.50 to 1.00 for the four consecutive fiscal quarter periods ending December 31, 2025 and each of the four consecutive fiscal quarter periods ending thereafter. The Amended and Restated Senior Credit Agreement requires the Company to maintain an interest coverage ratio of not less than 3.00 to 1.00 for any four consecutive fiscal quarter period. The Amended and Restated Senior Credit Agreement contains customary affirmative and negative covenants, including among others, limitations on the Company and its subsidiaries with respect to the incurrence of liens and indebtedness, dispositions of assets, mergers, transaction with affiliates, and the ability to make or pay dividends in excess of certain thresholds. The Amended and Restated Senior Credit Agreement also contains customary provisions requiring certain mandatory prepayments, including, among others, prepayments of the net cash proceeds from any non-ordinary course sale of assets, and net cash proceeds of any non-permitted indebtedness. 6.40% Note Agreement On May 31, 2024, the Company entered into a Note Agreement (the “6.40% Note Agreement”) whereby the Company issued $30.0 million aggregate principal amount of 6.40% senior secured notes (the “6.40% Notes”). The Company’s obligations under the 6.40% Notes are secured by a first priority lien on substantially all of its personal property, and guaranteed by each of the Guarantors, which guarantees are secured by a first priority lien in substantially all of the Guarantors’ personal property. The liens granted under the 6.40% Notes are equal in priority to those granted pursuant to the Amended and Restated Senior Credit Agreement. The 6.40% Note Agreement has a maturity date of May 31, 2031 and interest is payable semiannually on the last day of May and November in each year. The 6.40% Note Agreement includes representations, warranties, covenants and events of default, substantially consistent with those contained in the Amended and Restated Senior Credit Agreement. Other The Company was in compliance with all debt covenants as of June 30, 2026. Interest Rate Derivatives During the fourth quarter of 2022, the Company entered into interest rate swaps that hedge interest payments on its SOFR borrowing. All swaps have been designated as cash flow hedges. The following table summarizes the notional amounts, related rates and remaining terms of interest swap agreements as of June 30, 2026 and December 31, 2025:
|  | Notional Amount |  |  | Average Fixed Rate |  |  |
|  | June 30, 2026 |  |  | December 31, 2025 |  |  | June 30, 2026 |  |  | December 31, 2025 |  |  | Term
Interest rate swaps |  | $ | 126,875 |  |  | $ | 135,625 |  |  |  | 4.1 | % |  |  | 4.1 | % |  | Extending to May 2027
The fair value of the Company’s interest rate swaps was a payable of $0.1 million as of June 30, 2026 and a payable of $1.3 million as of December 31, 2025. The fair value was based on inputs other than quoted prices in active markets for identical assets that are observable either directly or indirectly and therefore considered level 2. The mark-to-market effect of interest rate swap agreements that are considered effective as hedges has been included in Accumulated Other Comprehensive Loss. The interest rate swap agreements held by the Company on June 30, 2026 are expected to continue to be effective hedges through the end of their respective terms. The following table summarizes the fair value of derivative instruments as recorded in the Consolidated Balance Sheets:
|  | June 30, 2026 |  |  | December 31, 2025 |
Liabilities: |  |  |  |  |  |
Accrued expenses |  |  | (146 | ) |  |  | (847 | )
Other long-term liabilities |  |  | - |  |  |  | (430 | )
Total derivatives |  | $ | (146 | ) |  | $ | (1,277 | )
The following table summarizes total gains (losses) recognized on derivatives:
Derivatives in Cash Flow Hedging Relationships |  | Amount of (Loss) Gain Recognized in AOCI on Derivatives |
|  | Three Months Ended June 30, |  |  | Six Months Ended June 30, |
|  | 2026 |  |  | 2025 |  |  | 2026 |  |  | 2025 |
Interest rate swaps |  | $ | 308 |  |  | $ | (223 | ) |  | $ | 870 |  |  | $ | (1,008 | )
The effects of derivative instruments on the Company’s Consolidated Statements of Income are as follows:
Location of (Loss) Gain Reclassed from AOCI into Income (Effective Portion) |  | Amount of (Loss) Gain Reclassed from AOCI into Income (Effective Portion) |
|  | Three Months Ended June 30, |  |  | Six Months Ended June 30, |
|  | 2026 |  |  | 2025 |  |  | 2026 |  |  | 2025 |
Interest expense |  | $ | (135 | ) |  | $ | 100 |  |  | $ | (260 | ) |  | $ | 204 |

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8A -Publisher FASB -URI https://asc.fasb.org/1943274/2147480434/815-10-50-8A Reference 2: http://www.xbrl.org/2003/role/disclosureRef 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