Long-Term Debt

12 Months Ended

Dec. 31, 2023

Long-Term Debt.

Long-Term Debt

Note 3. Long-Term Debt

The company’s borrowings consisted of the following at December 31 (in thousands):

	2023		2022
2.800% senior notes due 2024	$	400,000	$	400,000
2.400% senior notes due 2025		400,000		400,000
5.000% senior notes due 2026		400,000		400,000
1.650% senior notes due 2027		350,000		350,000
3.450% senior notes due 2030		600,000		600,000
3.250% senior notes due 2031		500,000		500,000
3.250% senior notes due 2050		400,000		400,000
Other obligations		61,836		63,726
Total debt		3,111,836		3,113,726
Less debt issuance costs and original issue discounts		40,780		43,151
Total amounts outstanding		3,071,056		3,070,575
Less current maturities		459,987		57,334
Long-term debt	$	2,611,069	$	3,013,241

Note 3. Long-Term Debt (Continued)

Senior Credit Facility due 2028

On July 19, 2023, the company entered into a new unsecured credit agreement comprised of a senior unsecured credit facility (Facility), which provides a $1.2 billion unsecured Revolver, maturing July 2028. The new Credit Agreement replaced the December 3, 2019 Credit Agreement. Subject to certain conditions, the company has the opportunity to increase the Facility size by $500.0 million. The unsecured Facility is available to fund working capital, capital expenditures, and other general corporate purposes. The Facility contains financial covenants and other covenants pertaining to the company’s ability to incur indebtedness and permit liens on certain assets. The company’s ability to borrow funds within the terms of the unsecured Facility is dependent upon its continued compliance with financial and other covenants. At December 31, 2023, the company had $1.2 billion of availability on the Facility, $9.1 million of outstanding letters of credit and other obligations which reduce availability, and there were no borrowings outstanding.

The Facility pricing grid is adjusted quarterly and is based on either the company’s leverage of net debt (as defined in the Facility) to last-twelve-months (LTM) consolidated Adjusted EBITDA as defined in the Facility (earnings before interest, taxes, depreciation, amortization, and certain other non-cash items as allowed in the Facility), or the company’s credit ratings. The minimum pricing is adjusted Secured Overnight Financing Rate (SOFR) plus 1.000% and the maximum pricing is adjusted SOFR plus 1.75%. In addition, the company is subject to an unused commitment fee of between 0.11% and 0.275% (based on either the leverage of net debt to LTM consolidated adjusted EBITDA, or the company’s credit ratings) which is applied to the unused portion of the Facility.

The financial covenants under the Facility state that the company must maintain an interest coverage ratio of not less than 2.50:1.00. The company’s interest coverage ratio is calculated by dividing its LTM consolidated Adjusted EBITDA by its LTM gross interest expense, less amortization of financing fees. In addition, a debt to capitalization ratio of not more than 0.60:1.00 must be maintained. At December 31, 2023, the company’s interest coverage ratio and debt to capitalization ratio were 36.13:1.00 and 0.26:1.00, respectively. The company was, therefore, in compliance with these covenants at December 31, 2023, and anticipates remaining in compliance during the next twelve months.

Senior Unsecured Notes

The company has seven different tranches of senior unsecured notes (Notes) outstanding. These Notes are in equal right of payment with all existing and future senior unsecured indebtedness and are senior in right of payment to all subordinated indebtedness. These Notes contain provisions that allow the company to redeem the Notes on or after the dates and at redemption prices (expressed as a percentage of principal amount) listed below.

The company’s $400.0 million of 2.800% senior notes due 2024 mature on December 15, 2024, with interest payable semi-annually. Early redemption is permitted any time prior to November 15, 2024, at the greater of par or a make-whole price of the remaining payments to be made discounted at the applicable U.S. Treasury rate plus 0.20%; and as of November 15, 2024, at 100.000%.

The company’s $400.0 million of 2.400% senior notes due 2025 mature on June 15, 2025, with interest payable semi-annually. Early redemption is permitted any time prior to May 15, 2025, at the greater of par or a make-whole price of the remaining payments to be made discounted at the applicable U.S. Treasury rate plus 0.35%; and as of May 15, 2025, at 100.000%.

The company’s $400.0 million of 5.000% senior notes due 2026 mature on December 15, 2026, with interest payable semi-annually. Early redemption is permitted as of December 15, 2023, at 100.833%, and as of December 15, 2024, at 100.000%.

The company’s $350.0 million of 1.650% senior notes due 2027 mature on October 15, 2027, with interest payable semi-annually. Early redemption is permitted any time prior to August 15, 2027, at the greater of par or a make-whole price of the remaining payments to be made discounted at the applicable U.S. Treasury rate plus 0.20%; and as of August 15, 2027, at 100.000%.

Note 3. Long-Term Debt (Continued)

The company’s $600.0 million of 3.450% senior notes due 2030 mature on April 15, 2030, with interest payable semi-annually. Early redemption is permitted any time prior to January 15, 2030, at the greater of par or a make-whole price of the remaining payments to be made discounted at the applicable U.S. Treasury rate plus 0.25%; and as of January 15, 2030, at 100.000%.

The company’s $500.0 million of 3.250% senior notes due 2031 mature on January 15, 2031, with interest payable semi-annually. Early redemption is permitted any time prior to October 15, 2030, at the greater of par or a make-whole price of the remaining payments to be made discounted at the applicable U.S. Treasury rate plus 0.40%; and as of October 15, 2030, at 100.000%.

The company’s $400.0 million of 3.250% senior notes due 2050 mature on October 15, 2050, with interest payable semi-annually. Early redemption is permitted any time prior to April 15, 2050, at the greater of par or a make-whole price of the remaining payments to be made discounted at the applicable U.S. Treasury rate plus 0.30%; and as of April 15, 2050, at 100.000%.
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Other Obligations

Secured Loans. One of the company’s controlled subsidiaries has entered into a financing agreement for certain equipment which bears interest at a rate of 2.8%, with monthly principal and interest payments required through 2027. The outstanding principal balance of these agreements was $2.0 million and $8.6 million at December 31, 2023, and 2022, respectively.

One of the company’s controlled subsidiaries amended its secured credit agreement, extending the maturity to June 2028, and provides a revolving variable rate credit facility of up to $125.0 million, subject to a borrowing base determined from eligible accounts receivable and inventory. Interest, which was 7.2% at December 31, 2023, is payable monthly. Amounts due under the credit facility were $59.8 million and $55.1 million at December 31, 2023, and 2022, respectively.

Another of the company’s controlled subsidiaries amended its secured credit agreement, extending the maturity to March 2026, and provides a revolving variable rate credit facility of up to $30.0 million, subject to a borrowing base determined from eligible accounts receivable and inventory. Interest, which was 6.7% at December 31, 2023, is payable monthly. There were no amounts due under the credit facility at December 31, 2023 or 2022.

Outstanding Debt Maturities

Maturities of outstanding debt as of December 31, 2023, are as follows (in thousands):

2024	$	460,694
2025		400,653
2026		400,453
2027		350,036
2028		-
Thereafter		1,500,000
	$	3,111,836

The company capitalizes interest on all qualifying construction in progress assets. For the years ended December 31, 2023, 2022, and 2021, total interest costs incurred were $109.5 million, $107.4 million, and $107.7 million, respectively, of which $33.0 million, $15.8 million, and $50.5 million, respectively, were capitalized.