Corsair Gaming, Inc. Debt Disclosure
7. Debt
On September 3, 2021, we refinanced our First Lien Credit and Guaranty Agreement with a new Credit Agreement (as amended, the “Credit Agreement”) with Bank of America, N.A. The Credit Agreement provided for a $100.0 million five-year revolving credit facility maturing in September 2026 (the “September 2026 Revolving Facility”) and a $250.0 million five-year term loan facility maturing in September 2026 (the “September 2026 Term Loan”). The Credit Agreement also permitted, subject to conditions stated therein, our ability to incur additional indebtedness pursuant to additional incremental facilities in a maximum aggregate principal amount not to exceed $250.0 million. Prepayment of the September 2026 Term Loan and the September 2026 Revolving Facility was permitted at any time without premium or penalty. We prepaid $42.8 million and $12.5 million of the September 2026 Term Loan principal in the years ended December 31, 2025 and 2024, respectively.
On June 30, 2025, we entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) with Bank of America, N.A. to refinance the Credit Agreement. The Amended and Restated Credit Agreement provides for total commitments of $225.0 million, consisting of a $100.0 million five-year revolving credit facility maturing on June 30, 2030 (the “June 2030 Revolving Facility”) and a $125.0 million five-year term loan facility maturing on June 30, 2030 (the “June 2030 Term Loan”). The Amended and Restated Credit Agreement also permits, subject to conditions stated therein, additional incremental facilities in a maximum aggregate principal amount not to exceed $125.0 million. On June 30, 2025, the outstanding balance of the September 2026 Term Loan under the Credit Agreement of $125.0 million was carried over to the Amended and Restated Credit Agreement and will be repayable according to the new payment schedule under the Amended and Restated Credit Agreement.
The Amended and Restated Credit Agreement has a variable rate structure. According to the provisions of the Amended and Restated Credit Agreement, the June 2030 Term Loan and June 2030 Revolving Facility each bears interest at our election, at either (a) term Secured Overnight Financing Rate ("SOFR") plus a percentage spread (ranging from 1.50% to 2.50%) based on our total net leverage ratio or (b) the base rate (as described in the Amended and Restated Credit Agreement as the greatest of (i) Bank of America’s prime rate, (ii) the federal funds rate plus 0.50% and (iii) one-month term SOFR plus 1.0%) plus a percentage spread (ranging from 0.50% to 1.50%) based on the our total net leverage ratio.
The following table presents the carrying value of our Term Loan (in thousands):
|
|
December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
X |
|
|
|
|
|
|
||
Term Loan (variable rate) due September 2026 under the Credit Agreement |
|
$ |
— |
|
|
$ |
174,000 |
|
Term Loan (variable rate) due June 2030 under the Amended and Restated Credit Agreement |
|
|
121,875 |
|
|
|
— |
|
Debt discount and issuance cost, net of amortization |
|
|
(533 |
) |
|
|
(461 |
) |
Total debt |
|
|
121,342 |
|
|
|
173,539 |
|
Less: debt maturing within one year, net |
|
|
6,120 |
|
|
|
12,229 |
|
Long-term debt, net |
|
$ |
115,222 |
|
|
$ |
161,310 |
|
As of December 31, 2025, the estimated fair value of the Term Loan, which we have classified as a Level 2 financial instrument, was approximately $124.4 million.
The unused capacity of the June 2030 Revolving facility under the Amended and Restated Credit Agreement was $99.5 million as of December 31, 2025. The unused capacity of the September 2026 Revolving facility under the Credit Agreement was $99.8 million as of December 31, 2024.
The effective interest rate of our Term Loan, inclusive of the debt discount and debt issuance costs, was approximately 6.6%, 6.8%, and 7.4% for the years ended December 31, 2025, 2024 and 2023, respectively.
The Amended and Restated Credit Agreement contains covenants with which we must comply during the term of the agreement, which we believe are ordinary and standard for agreements of this nature, including the maintenance of a maximum Consolidated Total Net Leverage Ratio (“CTNL Ratio”) and a minimum Consolidated Interest Coverage Ratio (“CIC Ratio”) (as defined in the Amended and Restated Credit Agreement). According to the provisions of the Amended and Restated Credit Agreement, we are required to maintain a maximum CTNL Ratio of 3.00 to 1.00 and a minimum CIC ratio of 3.00 to 1.00, with the provision that the maximum CTNL Ratio can be temporarily increased to 3.50 to 1.00 upon the occurrence of a Qualified Acquisition (as defined in, and subject to the requirements of the Amended and Restated Credit Agreement). As of December 31, 2025, we were fully in compliance under the Amended and Restated Credit Agreement.
Our obligations under the Amended and Restated Credit Agreement are guaranteed by substantially all of our U.S. subsidiaries and secured by a security interest in substantially all assets of the Company and the guarantor subsidiaries, subject to certain exceptions detailed in the Amended and Restated Credit Agreement and related ancillary documentation.
The following table summarizes the interest expense recognized for all periods presented (in thousands):
|
|
Years Ended December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
|
|
|
|
|
|
|
|
|
|
|||
Contractual interest expense for term loan |
|
$ |
8,284 |
|
|
$ |
12,347 |
|
|
$ |
16,362 |
|
Contractual interest expense for revolving facility |
|
|
316 |
|
|
|
55 |
|
|
|
— |
|
Amortization of debt discount and issuance cost |
|
|
412 |
|
|
|
513 |
|
|
|
679 |
|
Other |
|
|
338 |
|
|
|
292 |
|
|
|
379 |
|
Total interest expense |
|
$ |
9,350 |
|
|
$ |
13,207 |
|
|
$ |
17,420 |
|
The future principal payments under our total long-term debt as of December 31, 2025 are as follows (in thousands):
|
|
Amounts |
|
|
|
|
|
|
|
2026 |
|
$ |
6,250 |
|
2027 |
|
|
6,250 |
|
2028 |
|
|
6,250 |
|
2029 |
|
|
6,250 |
|
2030 |
|
|
96,875 |
|
Total debt |
|
$ |
121,875 |
|
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 25, 2026 | Showing above |
| 2024 | Feb 26, 2025 | |
| 2023 | Feb 27, 2024 | |
| 2022 | Feb 27, 2023 | |
| 2021 | Mar 1, 2022 | |
| 2020 | Mar 11, 2021 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.