RB GLOBAL INC.
For the period ended Jun 30, 2025. Filed Aug 6, 2025.
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Jun 30, 2025 · Filed Aug 6, 2025
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Debt
Note 15. Debt
| Maturity | Interest Rate1 | June 30,2025 | December 31,2024 | |
|---|---|---|---|---|
| Short-term debt | ||||
| Revolving Facility loans | Various | 5.42% | $89.1 | $27.7 |
| Long-term debt | ||||
| Revolving Facility loans | April 2030 | 5.83% | $225.0 | $— |
| CAD TLA Facility loans | April 2030 | 4.55% | 75.4 | 72.5 |
| USD TLA Facility loans | April 2030 | 5.79% | 950.0 | 1,225.0 |
| Secured Notes | March 2028 | 6.75% | 550.0 | 550.0 |
| Unsecured Notes | March 2031 | 7.75% | 800.0 | 800.0 |
| Less: Unamortized debt issuance costs | (19.3) | (21.3) | ||
| Total long-term debt | 2,581.1 | 2,626.2 | ||
| Less: Current portion of long-term debt | 51.3 | 4.1 | ||
| Long-term debt | $2,529.8 | $2,622.1 | ||
1 Interest rates on short-term debt, Revolving Facility loans, and TLA Facility loans reflect the weighted-average interest rates on borrowings as of June 30, 2025.
At June 30, 2025, the Company had undrawn Revolving Facility commitments aggregating $973.7 million available until April 2030, subject to certain covenant restrictions, and undrawn uncommitted foreign credit facility capacity aggregating $15.0 million available indefinitely. The Company was in compliance with all financial and other covenants applicable to its debt agreements at June 30, 2025.
Credit Agreement
In 2016, the Company entered into a credit agreement with a syndicate of lenders (as amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). The Credit Agreement is comprised of multicurrency revolving facilities (the “Revolving Facility”) and the Term Loan A facility (the “TLA Facility”). The TLA Facility is comprised of a facility denominated in U.S. dollars (the “USD TLA Facility”) and a facility denominated in Canadian dollars (the “CAD TLA Facility”).
On April 3, 2025, the Company amended the Credit Agreement to, among other things, increase the aggregate principal amount of Revolving Facility from $750.0 million to $1.3 billion, reduce the USD TLA Facility from $1.225 billion to $950.0 million, reduce certain loan margins and fees, adjust certain covenants for more financial flexibility, and extend the maturity of the Credit Agreement from September 21, 2026 to April 3, 2030 (the "Maturity Date"). Revolving Facility and TLA Facility loans bear interest at a benchmark rate plus an applicable margin and the TLA Facility loans are subject to quarterly installment payments of 1.25% of principal, with the first payment due September 30, 2025, and the balance of the loans due at maturity. In connection with the amendment, the Company incurred issuance costs of $1.8 million, which have been deferred and presented as a reduction in the carrying amount of the TLA Facility loans, $2.6 million, which have been deferred and presented within other non-current assets as they relate to the Revolving Facility, and $3.9 million, which have been expensed and recorded within selling, general and administrative expense.
| RB Global, Inc. | 16 |
|---|
Note 15. Debt (continued)
Senior Secured and Unsecured Notes
On March 15, 2023, the Company completed the offering of (i) $550.0 million aggregate principal amount of 6.750% senior secured notes due March 15, 2028 (the “Secured Notes”) and (ii) $800.0 million aggregate principal amount of 7.750% senior unsecured notes due March 15, 2031 (the “Unsecured Notes”, and together with the Secured Notes, the “Notes”). Interest on the Notes is payable in cash semi-annually in arrears on March 15 and September 15 of each year. The Secured Notes are jointly and severally guaranteed on a senior secured basis and the Unsecured Notes are jointly and severally guaranteed on a senior unsecured basis by certain of the Company’s subsidiaries.
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