ROCKY BRANDS, INC. Debt Disclosure
On April 26, 2024, we refinanced our existing debt by amending and restating our credit agreement with Bank of America, N.A., as agent, sole lead arranger and sole bookrunner and other lenders party thereto (the "ABL Agreement"). The ABL Agreement consists of a $175.0 million asset-based lending credit facility (the "ABL Facility") and a $50.0 million term loan facility (the "Term Facility"). The ABL Agreement is collateralized by a first-lien on substantially all of the Company's domestic assets. The ABL Facility includes a separate first in, last out (FILO) tranche, which allows the Company to borrow at higher advance rates on eligible accounts receivables and inventory balances. As of December 31, 2025, we had borrowing capacity of $39.5 million under the ABL Facility. The Term Facility provides for monthly principal payments until the date of maturity, at which date the remaining principal balance is due.
The refinance resulted in a $2.6 million expense within Interest Expense and Other - net in the accompanying Consolidated Statements of Operations, consisting of a $1.1 million loss on term loan extinguishment and a $1.5 million term loan prepayment penalty for the twelve months ended December 31, 2024. The $1.1 million loss on term loan extinguishment is included as a noncash adjustment to net income and the $1.5 million prepayment penalty is included within Repayments of long-term debt in the accompanying Consolidated Statements of Cash Flows for the twelve months ended December 31, 2024.
Loans under the ABL Agreement bear interest at a variable rate equal to either (i) the Base Rate (as calculated in the ABL Agreement) or (ii) Term SOFR (as calculated in the ABL Agreement), plus in each case an interest margin determined by the Company's average daily availability as a percentage of the aggregate amount of revolving commitments for revolving loans and term loans, with a range of Base Rate margins and term SOFR margins, as set forth of the following chart:
| Revolver Pricing Level | Average Availability as a Percentage of Commitments | Term SOFR Term Loan | Base Rate Term Loan | Term SOFR Revolver Loan | Base Rate Revolver Loan | Term SOFR FILO Loan | Base Rate FILO Loan | ||||||||||||||||||
| I | > 66.7% | 2.75 | % | 1.50 | % | 1.25 | % | 0.00 | % | 1.75 | % | 0.50 | % | ||||||||||||
| II | >33.3% and < or equal to 66.7% | 3.00 | % | 1.50 | % | 1.50 | % | 0.00 | % | 2.00 | % | 0.50 | % | ||||||||||||
| III | < or equal to 33.3% | 3.25 | % | 1.75 | % | 1.75 | % | 0.25 | % | 2.25 | % | 0.75 | % | ||||||||||||
In connection with the ABL Agreement, we paid certain fees that were capitalized and will be amortized over the life of such agreement.
Current and long-term debt under the ABL Agreement consisted of the following as of December 31:
| December 31, | December 31, | |||||||
| ($ in thousands) | 2025 | 2024 | ||||||
| Term Facility that matures in 2029 with an effective interest rate of % as of December 31, 2025, and % as of December 31, 2024 | $ | 26,762 | $ | 35,123 | ||||
| ABL Facility that matures in 2029: | ||||||||
| SOFR borrowings with an effective interest rate of % as of December 31, 2025, and % as of December 31, 2024 | 94,300 | 91,300 | ||||||
| Prime borrowings with an effective interest rate of % as of December 31, 2025, and % as of December 31, 2024 | 3,321 | 4,577 | ||||||
| Total debt | 124,383 | 131,000 | ||||||
| Less: Unamortized debt issuance costs | (1,741 | ) | (2,263 | ) | ||||
| Total debt, net of debt issuance costs | 122,642 | 128,737 | ||||||
| Less: Debt maturing within one year | (8,361 | ) | (8,361 | ) | ||||
| Long-term debt | $ | 114,281 | $ | 120,376 | ||||
Contractual maturities of total debt are as follows:
| Debt Payment | |||||
| ($ in thousands) | Year | Schedule | |||
| 2026 | 8,361 | ||||
| 2027 | 8,361 | ||||
| 2028 | 8,361 | ||||
| 2029 | 99,300 | ||||
| Total | $ | 124,383 | |||
Credit Facility Covenants
Our ABL Facility and Term Facility require us to maintain a minimum fixed charge coverage ratio, as defined in the ABL Agreement. As of December 31, 2025 and 2024, we were incompliance with all credit facility covenants. The ABL Facility and Term Facility also contain restrictions on the amount of dividend payments and share repurchases. As of December 31, 2025 and 2024, the Company was in compliance with the amounts paid on dividends and share repurchases in accordance with our credit facilities. We were in compliance with all applicable credit facility covenants under our previous term debt and asset-based lending credit facility through April 26, 2024, the date on which we refinanced such debt.
Interest expense was approximately $10.0 million and $17.0 million for the years ended December 31, 2025 and 2024, respectively.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 11, 2026 | Showing above |
| 2024 | Mar 17, 2025 | |
| 2023 | Mar 15, 2024 | |
| 2022 | Mar 10, 2023 | |
| 2021 | Mar 15, 2022 | |
| 2020 | Mar 16, 2021 | |
| 2019 | Mar 6, 2020 | |
| 2018 | Mar 13, 2019 | |
| 2017 | Mar 12, 2018 | |
| 2016 | Mar 9, 2017 | |
| 2015 | Mar 3, 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.