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Long-term Debt and Short-term Borrowings
 6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Long-term Debt and Short-term Borrowings

4. Long-term Debt and Short-term Borrowings

Notes payable and long-term debt, listed in order of the priority of security interests in assets of the Company, consisted of the following as of June 30, 2025 and December 31, 2024:

 

(in millions)

 

June 30, 2025

 

 

December 31, 2024

 

Euro Senior Secured Term Loan A, due October 2029 (floating interest rate of 3.98% at June 30, 2025 and 4.68% at December 31, 2024)

 

$

140.4

 

 

$

127.9

 

Euro Dollar Senior Secured Revolving Credit Facility, due October 2029 (floating interest rate of 3.98% at June 30, 2025 and 4.68% at December 31, 2024)

 

 

116.0

 

 

 

59.1

 

U.S. Dollar Senior Secured Revolving Credit Facility, due October 2029 (floating interest rate of 6.41% at June 30, 2025 and 6.47% at December 31, 2024)

 

 

102.2

 

 

 

34.4

 

Australian Dollar Senior Secured Revolving Credit Facility, due October 2029 (floating interest rate of 5.68% at June 30, 2025 and 6.44% at December 31, 2024)

 

 

34.4

 

 

 

32.8

 

Senior Unsecured Notes, due March 2029 (fixed interest rate of 4.25%)

 

 

575.0

 

 

 

575.0

 

Other borrowings

 

 

19.3

 

 

 

10.5

 

Total debt

 

 

987.3

 

 

 

839.7

 

Less:

 

 

 

 

 

 

Current portion

 

 

38.7

 

 

 

51.3

 

Debt issuance costs, unamortized

 

 

4.5

 

 

 

5.1

 

Long-term debt, net

 

$

944.1

 

 

$

783.3

 

 

Credit Agreement

The Company is party to a Third Amended and Restated Credit Agreement, dated as of January 27, 2017, as amended, among the Company, certain subsidiaries of the Company, Bank of America, N.A., as administrative agent, and the other agents and various lenders party thereto, (as amended, the "Credit Agreement"). The Credit Agreement provides for a senior secured credit facility, which consists of a €184.8 million (US$200.0 million based on October 30, 2024 exchange rates) term loan facility, and a US$467.5 million multi-currency revolving credit facility (the "Revolving Facility"). Prior to the seventh amendment which was effective October 30, 2024, the Credit Agreement provided for a senior secured credit facility, which consisted of a €300.0 million (US$320.8 million based on January 27, 2017, exchange rates) term loan facility, an AU$80.0 million (US$60.4 million based on January 27, 2017, exchange rates) term loan facility, a US$100.0 million term loan facility and a US$600.0 million multi-currency revolving credit facility.

As of June 30, 2025, the current financial covenants under the Credit Agreement were as follows:

•
Minimum Interest Coverage Ratio (as defined in the Credit Agreement) of 3.00:1.00; and
•
Maximum Consolidated Leverage Ratio financial covenant for all first and second fiscal quarters is 4.50x dropping to 4.00x for all third and fourth quarters.

The current pricing for borrowings under the Credit Agreement is as follows:

 

Consolidated Leverage Ratio

 

Applicable Rate on Euro/AUD/CDN Loans

 

Applicable Rate on Base Rate Loans

 

Undrawn Fee

> 4.25

 

2.25 %

 

1.25 %

 

0.375 %

> 3.5

 

2.00 %

 

1.00 %

 

0.350 %

> 2.5

 

1.75 %

 

0.75 %

 

0.300 %

≤ 2.5

 

1.50 %

 

0.50 %

 

0.250 %

 

As of June 30, 2025, the applicable rate on Euro, Australian and Canadian dollar loans was 2.00 percent and the applicable rate on Base Rate loans was 1.00 percent. Undrawn amounts under the Revolving Facility are subject to a commitment fee rate

of 0.25 percent to 0.375 percent per annum, depending on the Company's Consolidated Leverage Ratio. As of June 30, 2025, the commitment fee rate was 0.35 percent.

As of June 30, 2025, there were $252.6 million in borrowings outstanding under the Revolving Facility. The remaining amount available for borrowings was $206.8 million (allowing for $8.1 million of letters of credit outstanding on that date).

As of June 30, 2025, our Consolidated Leverage Ratio was approximately 4.29 to 1.00 versus our maximum covenant of 4.50 to 1.00.

Amendment to Credit Agreement

Effective July 29, 2025, we entered into an amendment to the Credit Agreement, which, among other things, increases our maximum Consolidated Leverage Ratio financial covenant to 4.50x for the third and fourth quarters of 2025, to 4.75x for the first and second quarters of 2026 and to 4.25x for the third and fourth quarters of 2026. Thereafter, the maximum Consolidated Leverage Ratio will return to 4.50x for all first and second fiscal quarters and 4.00x for all third and fourth quarters. In addition, it modifies certain covenant baskets related to liens, indebtedness and restricted payments through December 31, 2026. The amendment also requires that $35.0 million in outstanding principal amount under the term loan facility will be repaid on or before September 30, 2025.

Senior Unsecured Notes

On March 15, 2021, the Company completed a private offering of $575.0 million in aggregate principal amount of 4.25 percent Senior Unsecured Notes (the "Notes") due March 2029. Interest on the Notes is payable semiannually on March 15 and September 15 of each year. The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each of the Company's existing and future U.S. subsidiaries, other than certain excluded subsidiaries.

Guarantees and Security

Generally, obligations under the Credit Agreement are guaranteed by certain of the Company’s existing and future subsidiaries and are secured by substantially all of the Company’s and certain guarantor subsidiaries’ assets, subject to certain exclusions and limitations.