LONG-TERM DEBT
Long-term debt was comprised of the following at December 31, 2025 and 2024: | | | | | | | | | | | |
| (In thousands) | December 31, 2025 | | December 31, 2024 |
| Term loan facility | $ | 69,125 | | | $ | 56,375 | |
| Revolving credit facility | 97,500 | | | 116,415 | |
| | | |
| Debt obligations | 166,625 | | | 172,790 | |
| Less: debt issuance costs | (2,000) | | | (1,212) | |
| Debt obligation, net | 164,625 | | | 171,578 | |
| Less: current portion | (3,384) | | | (2,980) | |
| Long-term debt | $ | 161,241 | | | $ | 168,598 | |
As of December 31, 2025, the carrying value of debt approximates the fair value due to the variable interest rate which reflects market rates. The interest rate for the outstanding debt under our term loan facility and revolving credit facility as of December 31, 2025 was 5.92%.
Credit Agreement
In conjunction with our acquisition of Healthland Holding Inc. in January 2016, we entered into a syndicated credit agreement with Regions Bank ("Regions") serving as administrative agent, which provided for a $125 million term loan facility and a $50 million revolving credit facility. On June 16, 2020, we entered into an Amended and Restated Credit Agreement that increased the aggregate principal amount of our credit facilities to $185 million, including a $75 million term loan facility and a $110 million revolving credit facility. On May 2, 2022, we entered into a First Amendment (the "First Amendment") to the Amended and Restated Credit Agreement that increased the aggregate principal amount of our credit facilities to $230 million, which included a $70 million term loan facility and a $160 million revolving credit facility. In addition, the interest rate provisions of the First Amendment reflect the transition from the London Interbank Offered Rate ("LIBOR") to the Secured Overnight Financing Rate ("SOFR") as the new benchmark interest rate for each loan. On November 25, 2025, we entered into a further Amended and Restated Credit Agreement (the “Amended Credit Agreement”; capitalized terms used but not defined herein shall have the meanings ascribed to them in the Amended Credit Agreement) that increased the aggregate principal amount of our credit facilities to $250 million, including a $70 million term loan facility and a $180 million revolving credit facility. The Amended Credit Agreement provides incremental facility capacity of $75 million, subject to certain conditions.
Each of our credit facilities bears interest at a rate per annum equal to an applicable margin plus, at our option, either (1) Term SOFR for the relevant interest period, subject to a floor of 0.0%, (2) an alternate base rate determined by reference to the greater of (a) the prime lending rate of Regions, (b) the federal funds rate for the relevant interest period plus one half of one percent per annum and (c) the one month SOFR rate, subject to the aforementioned floor, plus one percent per annum, or (3) a combination of (1) and (2). The applicable margin for SOFR loans and the letter of credit fee ranges from 1.5% to 3.0%. The applicable margin range for base rate loans ranges from 0.5% to 2.0%, in each case based on the Company's consolidated net leverage ratio. The Amended Credit Agreement removed the “SOFR Adjustment” that had been included in the Term SOFR calculation.
Principal payments with respect to the term loan facility are due on the last day of each fiscal quarter beginning December 31, 2025, with quarterly principal payments of approximately $0.9 million through September 30, 2030, and the outstanding principal balance due on the term loan maturity date of November 25, 2030, or such earlier date as such obligations may become due and payable pursuant to the terms of the Amended Credit Agreement. Any principal outstanding under the revolving credit facility is due and payable on the revolving loan maturity date of November 25, 2030, or such earlier date as such obligations may become due and payable pursuant to the terms of the Amended Credit Agreement.
Anticipated annual future maturities of the term loan facility and revolving credit facility are as follows as of December 31, 2025: | | | | | |
| (In thousands) | |
| 2026 | $ | 3,500 | |
| 2027 | 3,500 | |
| 2028 | 3,500 | |
| 2029 | 3,500 | |
| Thereafter | 152,625 | |
| $ | 166,625 | |
Our obligations under the Amended Credit Agreement are secured pursuant to the Amended and Restated Pledge and Security Agreement, dated as of November 25, 2025, among the parties identified as obligors therein and Regions, as collateral agent, on a first priority basis by a security interest in substantially all of the tangible and intangible assets (subject to certain exceptions) of the Company and certain subsidiaries of the Company, as guarantors (collectively, the “Subsidiary Guarantors”), including certain registered intellectual property and the capital stock of certain of the Company’s direct and indirect subsidiaries. Our obligations under the Amended Credit Agreement are also guaranteed by the Subsidiary Guarantors.
The Amended Credit Agreement, includes a number of restrictive covenants that, among other things and in each case subject to certain exceptions and baskets, impose operating and financial restrictions on the Company and the Subsidiary Guarantors, including the ability to incur additional debt; incur liens and encumbrances; make certain restricted payments, including paying dividends on the Company's equity securities or payments to redeem, repurchase or retire the Company's equity securities (which are subject to our compliance, on a pro forma basis to give effect to the restricted payment, with the consolidated fixed charge coverage ratio and consolidated net leverage ratio described below); enter into certain restrictive agreements; make investments, loans and acquisitions; merge or consolidate with any other person; dispose of assets; enter into sale and leaseback transactions; engage in transactions with affiliates; and materially alter the business we conduct. The Amended Credit Agreement also contains customary representations and warranties, affirmative covenants and events of default.
Under the Amended Credit Agreement, the Company is required to maintain a minimum Consolidated Fixed Charge Coverage Ratio of 1.25:1:00, to be measured as of the end of the fiscal quarter.
Also under the Amended Credit Agreement, the Company is required to comply with a maximum consolidated net leverage ratio of (i) 3.75:1.00 as of the fiscal quarters ending December 31, 2025 through September 30, 2026 and (ii) 3.50:1:00 as of the fiscal quarters ending December 31, 2026 and thereafter, to be measured as of the end of each fiscal quarter. In connection with any acquisition by the Company exceeding $25 million, the Company may elect to increase the maximum permitted consolidated net leverage ratio for the fiscal quarter in which the acquisition occurs and each of the following three fiscal quarters by 0.50:1.00 above the otherwise permitted maximum. The Company is permitted to voluntarily prepay the credit facilities at any time without penalty, subject to customary “breakage” costs with respect to prepayments of SOFR rate loans made on a day other than the last day of any applicable interest period. The Amended Credit Agreement includes several standard mandatory prepayment requirements, including the following: (i) if revolving borrowings, letters of credit, or swingline loans exceed their respective limits, the excess must be repaid immediately; (ii) the Company must prepay 100% of net cash proceeds from asset sales or involuntary losses that exceed $2.5 million in a year, unless those proceeds are reinvested in property useful in the Company’s business within 365 days; (iii) 100% of net proceeds from new debt must be prepaid; and (iv) 50% of net proceeds from equity transactions must be prepaid unless the Company’s most recent consolidated net leverage ratio is 3.25:1.0 or lower, in which case the equity‑related prepayment is not required.