Long-Term Debt (Tables)
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9 Months Ended |
Sep. 30, 2024 |
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| Debt Disclosure [Abstract] |
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| Schedule of Net Carrying Amount of the Outstanding Long-Term Debt |
The following table sets forth the net carrying amount of the Company’s long-term debt (in thousands): | | | | | | | | | | | | | | | | | | | | | | Debt Instrument | | Maturity Date | | September 30, 2024 | | December 31, 2023 | 2030 Senior Notes | | August 15, 2030 | | $ | 400,000 | | | $ | 400,000 | | Term Loan under Credit Agreement (1) | | February 14, 2028 | | 375,000 | | | 390,000 | | Revolving Credit Facility under Credit Agreement (2) | | February 14, 2028 | | — | | | — | | | 2025 Convertible Notes | | March 1, 2025 | | 161,326 | | | 161,326 | | | 2026 Convertible Notes | | March 15, 2026 | | 609,065 | | | 609,065 | | | Total principal amount | | | | 1,545,391 | | | 1,560,391 | | | Less: unamortized debt discount and issuance costs on long-term debt | | | | (12,191) | | | (14,909) | | Less: current portion of long-term debt, net (3) | | | | (181,143) | | | (20,000) | | | Net carrying amount of long-term debt | | | | $ | 1,352,057 | | | $ | 1,525,482 | |
(1)The Company has $350.0 million available for drawdown under the Term Loan as of September 30, 2024. (2)The Company has $225.0 million available for borrowing under the Revolving Credit Facility as of September 30, 2024. (3)The current portion of long-term debt, net as of September 30, 2024 relates to $161.1 million net carrying amount from the 2025 Convertible Notes, and $20.0 million of expected principal payments due on the Term Loan. The Term Loan requires quarterly principal payments of 1.25% of the $400.0 million principal amount drawn, with balance due at maturity.
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| Schedule of Future Minimum Principal Payments of the Term Facility |
The following table sets forth the future minimum principal payments for long-term debt as of September 30, 2024 (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2025 Convertible Notes | | 2026 Convertible Notes | | Term Loan | | 2030 Senior Notes | | Total | | 2024 remaining | $ | — | | | $ | — | | | $ | 5,000 | | | $ | — | | | $ | 5,000 | | | 2025 | 161,326 | | | — | | | 20,000 | | | — | | | 181,326 | | | 2026 | — | | | 609,065 | | | 20,000 | | | — | | | 629,065 | | | 2027 | — | | | — | | | 20,000 | | | — | | | 20,000 | | | 2028 onwards | — | | | — | | | 310,000 | | | 400,000 | | | 710,000 | | | Total principal amount | $ | 161,326 | | | $ | 609,065 | | | $ | 375,000 | | | $ | 400,000 | | | $ | 1,545,391 | |
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| Schedule of Debt Terms |
| | | | | | | | | | | | | | | | | 2025 Convertible Notes | | 2026 Convertible Notes | $1,000 principal amount initially convertible into number of the Company’s Class A Common Stock, par value $0.0001 | | 2.7745 shares | | 2.3583 shares | Equivalent initial approximate conversion price per share | | $ | 360.43 | | | $ | 424.03 | |
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| Schedule of Key Terms and Costs Incurred |
The following table below sets forth key terms and costs incurred for the outstanding Capped Calls: | | | | | | | | | | | | | | | 2026 Convertible Notes | | Initial approximate strike price per share, subject to certain adjustments | | | | $ | 424.03 | | | Initial cap price per share, subject to certain adjustments | | | | $ | 556.10 | | | Net cost incurred (in millions) | | | | $ | 41.8 | | | Class A Common Stock covered, subject to anti-dilution adjustments (in millions) | | | | 1.5 | | Settlement commencement date | | | | 2/13/2025 | | Settlement expiration date | | | | 3/13/2025 |
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| Schedule of Interest Expense on Long-Term Debt |
The following table sets forth the interest expense recognized related to long-term debt (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | Three Months Ended
September 30, | | Nine Months Ended
September 30, | | 2024 | | 2023 | | 2024 | | 2023 | | Contractual interest expense | $ | 14,839 | | | $ | 10,869 | | | $ | 44,515 | | | $ | 14,155 | | | Amortization of debt discount and issuance costs | 1,098 | | | 1,067 | | | 3,112 | | | 3,465 | | | Total interest expense related to long-term debt | $ | 15,937 | | | $ | 11,936 | | | $ | 47,627 | | | $ | 17,620 | |
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