IDEXX LABORATORIES INC /DEIDXX
IDEXX LABORATORIES INC /DE Debt Disclosure
DEBT
Credit Facility
On October 20, 2022, pursuant to the terms of the Existing Credit Agreement (as defined below), the term lenders thereunder provided us, as borrower, an incremental term loan in an aggregate principal amount of $250.0 million (the “Original Term Loan”). On October 20, 2025, upon the maturity of our three-year Original Term Loan under the Existing Credit Agreement, we repaid the principal amount of $250.0 million. On November 12, 2025, we, the administrative agent and certain lenders and other parties entered into Amendment No. 2 to our fourth amended and restated credit agreement, as amended by that certain Amendment No. 1 dated as of October 20, 2022 (the “Existing Credit Agreement”, as amended by Amendment No. 2, the “Credit Agreement”). Under our Credit Agreement, there remains an unsecured revolving credit facility in the principal amount of $1.0 billion, which matures on November 12, 2030, a three-year unsecured Term Loan in the
principal amount of $250.0 million, which expires on November 12, 2028, and flexibility to incur incremental revolving credit commitments and/or term loans in the aggregate principal amount of up to $250.0 million.
Borrowings in U.S. Dollars under our Credit Agreement bear interest at a per annum rate, determined at our option, equal to either: (1) a base rate (determined as the greatest of (i) the prime rate, (ii) the NYFRB Rate plus 0.50% and (iii) the Adjusted Term SOFR Rate for a one-month Interest Period plus 1% (but not less than 1%)), plus a margin rate ranging from 0.0% to 0.375% based on our consolidated leverage ratio; (2) the Adjusted Term SOFR Rate, plus a margin rate ranging from 0.875% to 1.375% based on our consolidated leverage ratio; or (3) the Adjusted Daily Simple SOFR Rate, plus a margin rate ranging from 0.875% to 1.375% based on our consolidated leverage ratio. In addition to U.S. Dollar borrowings, borrowings under our Credit Agreement are also available in certain specific foreign currencies, bearing interest based on rates customary for such foreign currencies and subject to the same applicable margin rates based on our consolidated leverage ratio as for our U.S. Dollar borrowings. Under our Credit Facility, we also pay on a quarterly basis commitment fees ranging from 0.075% to 0.25% per annum, based on our consolidated leverage ratio, on any unused commitment.
Although our revolving line of credit does not mature until November 12, 2030, and our Term Loan does not mature until November 12, 2028, all individual borrowings under the terms of our Credit Facility with an interest rate based on the prevailing Prime or SOFR rate (as selected by the Borrower) have a stated term of less than one year. Our Credit Facility contains a subjective material adverse event notification clause, which allows the debt holders to call the loans under our Credit Facility if we fail to provide prompt written notice to the syndicate of such an event. Based on the stated terms and the existence of the subjective material adverse event clause, this Credit Facility is reflected within current liabilities on our consolidated balance sheets.
As of December 31, 2025, we had $398.0 million in borrowings outstanding under our Credit Facility, of which $250.0 million is the Term Loan, with a weighted average effective interest rate of 5.3%, excluding any impact of our interest rate swap. As of December 31, 2024, we had $250.0 million in borrowings outstanding under our Credit Facility, all of which is the $250.0 million Term Loan, with a weighted average effective interest rate of 6.2%, excluding any impact of our interest rate swap. The funds available under our Credit Facility reflect a further reduction due to the issuance of letters of credit, which were primarily issued in connection with our workers’ compensation policy, for $1.8 million and $1.9 million in the years ended December 31, 2025, and December 31, 2024, respectively.
The obligations under our Credit Facility may be accelerated upon the occurrence of an event of default under our Credit Facility, which includes customary events of default including payment defaults, defaults in the performance of the affirmative, negative and financial covenants, the inaccuracy of representations or warranties, bankruptcy and insolvency related defaults, defaults relating to judgments, certain events related to employee pension benefit plans under the Employee Retirement Income Security Act of 1974, the failure to pay specified indebtedness, and a change of control default. Our Credit Facility contains affirmative, negative, and financial covenants customary for financings of this type. The negative covenants include restrictions on liens, indebtedness of subsidiaries of the Company, fundamental changes, investments, transactions with affiliates, certain restrictive agreements, and violations of sanctions laws and regulations. The sole financial covenant is a consolidated leverage ratio test that requires our ratio of debt to earnings before interest, taxes, depreciation, amortization, and share-based compensation, which is defined as the consolidated leverage ratio under the terms of our Credit Facility, not to exceed 3.5-to-1. As of December 31, 2025, we were in compliance with the covenants of our Credit Facility.
Senior Notes
The following describes all of our currently outstanding unsecured senior notes issued and sold in private placements (collectively, the “Senior Notes”) as of December 31, 2025:
| (Principal Amount in thousands) | ||||||||||||||||||||||||||||||||
| Issue Date | Due Date | Series | Principal Amount | Coupon Rate | Senior Note Agreement | |||||||||||||||||||||||||||
| 9/4/2014 | 9/4/2026 | 2026 Senior Notes | $ | 75,000 | 3.72 | % | NY Life 2014 Note Agreement | |||||||||||||||||||||||||
| 4/14/2020 | 4/14/2030 | Prudential 2030 Series D Notes | $ | 75,000 | 2.50 | % | Prudential 2015 Amended Agreement | |||||||||||||||||||||||||
| 2/12/2015 | 2/12/2027 | 2027 Series B Notes | $ | 75,000 | 3.72 | % | MetLife 2014 Note Agreement | |||||||||||||||||||||||||
| 3/14/2019 | 3/14/2029 | 2029 Series C Notes | $ | 100,000 | 4.19 | % | MetLife 2014 Note Agreement | |||||||||||||||||||||||||
| 4/2/2020 | 4/2/2030 | MetLife 2030 Series D Notes | $ | 125,000 | 2.50 | % | MetLife 2014 Note Agreement | |||||||||||||||||||||||||
The following narrative describes our Senior Note activity:
NY Life 2013 and 2014 Note Agreements, Including Amendments
In December 2013, we issued and sold through a private placement an aggregate principal amount of $150.0 million of unsecured senior notes consisting of $75.0 million of 3.94% Series A Senior Notes due December 11, 2023 (the “2023 Series A Notes”) and $75.0 million of 4.04% Series B Senior Notes due December 11, 2025 (the “2025 Series B Notes”) under a Note Purchase Agreement among the Company, New York Life Insurance Company, and the accredited institutional purchasers named therein (as amended on April 10, 2020, the “NY Life 2013 Note Agreement”). The aggregate principal amounts of our 2023 Series A Notes and our 2025 Series B Notes, in each case for $75.0 million, were repaid in December 2023 and 2025, respectively.
In September 2014, we issued and sold through a private placement an aggregate principal amount of $75.0 million of unsecured 3.72% senior notes due September 4, 2026 (the “2026 Senior Notes”) under a Note Purchase Agreement dated as of July 22, 2014, among the Company, New York Life Insurance Company, and the accredited institutional purchasers named therein (as amended April 10, 2020, the “NY Life 2014 Note Agreement”). We used the proceeds received from the NY Life 2013 and 2014 Notes for general corporate purposes.
On April 10, 2020, we amended the NY Life 2013 Note Agreement and the NY Life 2014 Note Agreement by entering into two Amendments to the Note Purchase Agreement with New York Life Insurance Company and the other parties thereto, which modified several defined terms, schedules and covenant baskets in the NY Life 2013 Agreement and the NY Life 2014 Note Agreement to create additional operating flexibility, and in particular to align such provisions with similar modifications we made substantially concurrently in our other debt facilities.
Prudential 2015 Amended Agreement, Including Amendments
In July 2014, we issued and sold through a private placement an aggregate principal amount of $125.0 million of unsecured senior notes consisting of $50.0 million of 3.32% Series A Senior Notes due July 21, 2021 (the “2021 Series A Notes”) and $75.0 million of 3.76% Series B Senior Notes due July 21, 2024 (the “2024 Series B Notes”) under a Note Purchase and Private Shelf Agreement among the Company, Prudential Investment Management, Inc. (“Prudential”), and the accredited institutional purchasers named therein (the “Prudential 2014 Note Agreement”). The aggregate principal amount of our 2021 Series A Notes for $50.0 million was repaid in July 2021. The aggregate principal amount of our 2024 Series B Notes for $75.0 million was repaid in July 2024.
In June 2015, we entered into an Amended and Restated Multi-Currency Note Purchase and Private Shelf Agreement (the “Original Prudential 2015 Amended Agreement”), among the Company, Prudential, and the accredited institutional purchasers named therein, which amends and restates the Prudential 2014 Note Agreement. Pursuant to the Original Prudential 2015 Amended Agreement, we issued and sold through a private placement an aggregate principal amount of €88.9 million of unsecured 1.785% Series C Senior Notes due June 18, 2025 (the “2025 Series C Notes”). The aggregate principal amount of our 2025 Series C Notes for €88.9 million (US$103.4 million) was repaid in June 2025.
On May 9, 2019, we entered into the Amendment to Note Purchase and Private Shelf Agreement (the “Prudential First Amendment”) with Prudential and the other parties thereto, which amended certain reporting provisions in the Original Prudential 2015 Amended Agreement.
On April 10, 2020, we entered into the Second Amendment to the Prudential 2015 Amended Agreement (the “Prudential Second Amendment”), in order to (i) increase the facility size to $425.0 million, (ii) extend the facility issuance period to April 10, 2023, (iii) make various implementing and administrative changes in order to facilitate the $75.0 million notes issuance on April 14, 2020, (iv) allow the amount available to be issued under the facility to equal $425.0 million less the amount of notes outstanding from time to time during the issuance period, and (v) modify several defined terms, schedules and covenant baskets in the Original Prudential 2015 Amended Agreement, as amended by the Prudential First Amendment, to create additional operating flexibility, and in particular to align such provisions with similar modifications we made substantially concurrently in our other debt facilities. We refer to the Original Prudential 2015 Agreement, as amended by the Prudential First Amendment and the Prudential Second Amendment, as the “Prudential 2015 Amended Agreement.”
On April 14, 2020, we issued and sold to Prudential and other purchasers $75.0 million of our unsecured senior notes (the “Prudential 2030 Series D Notes”) pursuant to the Prudential Second Amendment. The entire outstanding balance of the
Prudential 2030 Series D Notes is due and payable on April 14, 2030, and the Prudential 2030 Series D Notes bear interest at the rate of 2.50% per annum. We used the proceeds received from the Prudential 2030 Series D Notes for general corporate purposes.
MetLife 2014 Note Agreement, Including Amendments
We entered into a Multicurrency Note Purchase and Private Shelf Agreement, dated as of December 19, 2014 (the “Original MetLife 2014 Note Agreement”), among the Company, Metropolitan Life Insurance Company (“MetLife”), and the accredited institutional purchasers named therein pursuant to which we agreed to issue and sell an aggregate principal amount of $150.0 million of unsecured senior notes consisting of $75.0 million of our 3.25% Series A Senior Notes having a seven-year term (the “2022 Series A Notes”), and $75.0 million of our 3.72% Series B Senior Notes having a twelve-year term (“2027 Series B Notes”). The issuance, sale and purchase of these notes occurred in February 2015. The aggregate principal amount of our 2022 Series A Notes for $75.0 million was repaid in February 2022.
On March 14, 2019, we amended the Original MetLife 2014 Note Agreement. Pursuant to the Original MetLife 2014 Note Agreement, as so amended, we issued and sold through a private placement an aggregate principal amount of $100.0 million of unsecured senior notes at a 4.19% per annum rate, due March 14, 2029 (the “2029 Series C Notes”).
On March 23, 2020, we entered into the Second Amendment to the Original MetLife 2014 Note Agreement (the “MetLife Second Amendment”), in order to (i) increase the facility size from $150.0 million to $300.0 million, (ii) extend the facility issuance period to December 20, 2022, (iii) make various implementing and administrative changes in order to facilitate the $125.0 million notes issuance on April 2, 2020, and (iv) allow the amount available to be issued under the facility to equal $300.0 million, less the amounts outstanding on 2029 Series C Notes and MetLife 2030 Series D Notes.
On April 2, 2020, we issued and sold to MetLife and other purchasers $125.0 million of our unsecured senior notes (the “MetLife 2030 Series D Notes”) pursuant to the MetLife Second Amendment. The entire outstanding principal balance of the MetLife 2030 Series D Notes is due and payable on April 2, 2030, and the MetLife 2030 Series D Notes bear interest at the rate of 2.50% per annum. We used the proceeds received from the MetLife 2030 Series D Notes for general corporate purposes.
We refer to the Original MetLife 2014 Agreement, as so amended, as the “MetLife 2014 Agreement,” and together with the NY Life 2013 Note Agreement, NY Life 2014 Note Agreement, and Prudential 2015 Amended Note Agreement, collectively, as the “Senior Note Agreements.”
Senior Note Agreements
The Senior Note Agreements contain affirmative, negative, and financial covenants customary for agreements of this type. The negative covenants include restrictions on liens, indebtedness of our subsidiaries, priority indebtedness, fundamental changes, investments, transactions with affiliates, certain restrictive agreements, and violations of sanctions laws and regulations. The sole financial covenant is a consolidated leverage ratio test that requires our ratio of debt to earnings before interest, taxes, depreciation, amortization, and share-based compensation, as defined in the Senior Note Agreements, not to exceed 3.5-to-1. As of December 31, 2025, we were in compliance with the covenants of the Senior Note Agreements.
Should we elect to prepay the Senior Notes, such aggregate prepayment will include the applicable make-whole amount(s), as defined within the applicable Senior Note Agreements. Additionally, in the event of a change in control of the Company or upon the disposition of certain assets of the Company the proceeds of which are not reinvested (as defined in the Senior Note Agreements), we may be required to prepay all or a portion of the Senior Notes. The obligations under the Senior Notes may be accelerated upon the occurrence of an event of default under the applicable Senior Note Agreement, each of which includes customary events of default including payment defaults, defaults in the performance of the affirmative, negative and financial covenants, the inaccuracy of representations or warranties, bankruptcy and insolvency related defaults, defaults relating to judgments, certain events related to employee pension benefit plans under the Employee Retirement Income Security Act of 1974, the failure to pay specified indebtedness, and a change of control default.
Future maturities of long-term debt as of December 31, 2025, are as follows:
| (in thousands) | ||||||||
| Years Ending December 31, | Amount | |||||||
| 2026 | $ | 75,000 | ||||||
| 2027 | 75,000 | |||||||
| 2028 | — | |||||||
| 2029 | 100,000 | |||||||
| 2030 | 200,000 | |||||||
Total future maturities of long-term debt | $ | 450,000 | ||||||
Total interest paid on all debt (including our Credit Facility) for the years ended December 31, 2025, 2024, and 2023, was $37.7 million, $33.8 million, and $41.0 million, respectively.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 20, 2026 | Showing above |
| 2024 | Feb 21, 2025 | |
| 2023 | Feb 22, 2024 | |
| 2022 | Feb 16, 2023 | |
| 2021 | Feb 16, 2022 | |
| 2020 | Feb 12, 2021 | |
| 2019 | Feb 14, 2020 | |
| 2018 | Feb 15, 2019 | |
| 2017 | Feb 16, 2018 | |
| 2016 | Feb 17, 2017 | |
| 2015 | Feb 17, 2016 | |
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.