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Debt Obligations
 9 Months Ended
Oct. 31, 2025
Debt Disclosure [Abstract]  
Debt Obligations
Note 7—Debt Obligations:
The Company’s debt as of the dates presented was as follows:
 October 31, 2025January 31, 2025
 Stated
interest
rate		Effective
interest
rate		PrincipalUnamortized
debt
issuance
costs		NetPrincipalUnamortized
debt
issuance
costs		Net
 
 (dollars in millions)
Term Loan A Facility due June 2027—%—%$— $— $— $1,122 $(2)$1,120 
Term Loan A Facility due September 2030
5.21%5.29%1,100 (4)1,096 — — — 
Term Loan B3 Facility due February 20315.71%5.86%503 (3)500 506 (3)503 
Senior Notes due April 20284.88%5.11%400 (2)398 400 (3)397 
Senior Notes due November 2033
5.88%6.09%500 (7)493 — — — 
Revolving Credit Facility due June 2027
— %— %— — — 200 — 200 
Total debt
  $2,503 $(16)$2,487 $2,228 $(8)$2,220 
Less current portion  12 — 12 313 — 313 
Total debt, net of current portion
  $2,491 $(16)$2,475 $1,915 $(8)$1,907 
Credit Facility
As of October 31, 2025, the Company had a $2.6 billion secured credit facility (the "Credit Facility") consisting of a Term Loan A Facility due September 2030, a Term Loan B3 Facility due February 2031 (together, the "Term Loan Facilities"), and a $1.0 billion Revolving Credit Facility due September 2030 (the "Revolving Credit Facility").
On September 30, 2025, the Company executed the Eighth Amendment to the Third Amended and Restated Credit Agreement ("Eighth Amendment"), which established a new $1.1 billion senior secured term loan credit facility due on September 30, 2030 ("Term Loan A Facility due September 2030"). The entire Term Loan A Facility due September 2030 was immediately borrowed by the Company and the proceeds were used to pay in full the
outstanding principal balance and accrued interest under the Term Loan A Facility due June 2027, transaction related fees and expenses, and for general corporate purposes. The Term Loan A Facility due September 2030 is secured by substantially all of the assets of the Company and the Company’s wholly owned domestic subsidiaries, and is guaranteed by each of the Company’s wholly owned domestic subsidiaries. The Term Loan A Facility due September 2030 is subject to the same covenants and events of default as the Company’s existing term loans under the Credit Facility.
Borrowings under the Term Loan A Facility due September 2030 amortize quarterly beginning on October 31, 2026 at 0.625% of the original borrowed amount, with such quarterly amortization increasing to 1.25% on October 31, 2027, and to 1.875% on October 31, 2028, with the remaining unamortized balance due in full upon maturity. The Term Loan A Facility due September 2030 may be prepaid at any time without penalty and is subject to the same mandatory prepayments, including from excess cash flow, as the Company’s existing term loans under the Credit Facility.
The Eighth Amendment also established a new $1.0 billion revolving credit facility with a termination date of September 30, 2030 ("Revolving Credit Facility due September 2030") that replaced the Revolving Credit Facility due June 2027.
The Term Loan A Facility due September 2030 and the Revolving Credit Facility due September 2030 bear interest at a variable rate of interest equal to a base rate or a Secured Overnight Financing Rate (SOFR) rate, plus the applicable interest rate margin of 0% to 0.75% for base rate loans and 0.75% to 1.75% for SOFR rate loans, dependent on the Company’s leverage ratio. The Eighth Amendment eliminated the 0.10% credit spread adjustment used in the calculation of SOFR rate loans on the Term Loan A Facility due 2027 and the Revolving Credit Facility due June 2027.
During the nine months ended October 31, 2025, the Company made scheduled principal payments of $46 million on the Term Loan A Facility due June 2027. During the three months ended October 31, 2025, the Company made no scheduled principal payments on the Term Loan A Facility due June 2027 or the Term Loan A Facility due September 2030. During the three and nine months ended October 31, 2025, the Company made scheduled principal payments of $2 million and $4 million on the Term Loan B3 Facility due February 2031, respectively.
During the three and nine months ended October 31, 2025, the Company borrowed $275 million and $1.6 billion, respectively, and repaid $595 million and $1.8 billion, respectively, under the Revolving Credit Facility due June 2027. During the three months ended October 31, 2025, the Company borrowed $320 million and repaid $320 million under the Revolving Credit Facility due September 2030. There was no balance outstanding on the Revolving Credit Facility as of October 31, 2025. Commitment fees for undrawn amounts under the Revolving Credit Facility range from 0.125% to 0.25% per annum based on the Company’s leverage ratio.
As of October 31, 2025, the Company was in compliance with the covenants under its Credit Facility.
Senior Notes
On September 25, 2025, the Company issued $500 million of unsecured 5.875% Senior Notes due 2033 ("Senior Notes due November 2033") through a private offering. Proceeds received from the offering were used to repay all indebtedness outstanding under the Revolving Credit Facility due June 2027 and fees and expenses from the offering, with remaining proceeds to be used for general corporate purposes, including working capital to fund growth and strategic projects and transactions. The Senior Notes due November 2033 were issued pursuant to an indenture, dated September 25, 2025, and are the senior unsecured obligations of the Company and are fully and unconditionally guaranteed by each of the Company’s existing and future domestic subsidiaries that guarantee the Company’s obligations under its credit facilities and certain other indebtedness. Interest is payable semi annually on May 1 and November 1 of each year, commencing on May 1, 2026. The principal is due on November 1, 2033.
At any time prior to November 1, 2028, the Company may redeem some or all of the Senior Notes due November 2033 at a price equal to 100% of the principal amount, plus accrued and unpaid interest, plus an applicable “make-whole premium.” On or after November 1, 2028, the Company may redeem in whole or in part the Senior Notes due November 2033 at set redemption prices, plus accrued and unpaid interest. At any time on or prior to November 1, 2028, the Company may redeem up to 40% of the original aggregate principal amount of the Senior Notes due
November 2033 with the net cash proceeds from certain equity offerings at a redemption price equal to 105.875% of the outstanding principal amount, together with accrued and unpaid interest. Upon the occurrence of certain events constituting a change of control, the Company may be required to make an offer to repurchase all of the Senior Notes due November 2033 then outstanding at a price equal to 101% of the principal amount thereof, plus accrued and unpaid interest.
The Company incurred $12 million of debt issuance costs associated with the Eighth Amendment and the Senior Notes due November 2033, of which $1 million was recognized in interest expense and the remaining $11 million deferred and amortized to interest expense through the maturity date of the facility utilizing the effective interest rate method.
As of October 31, 2025 and January 31, 2025, the carrying value of the Company’s outstanding debt obligations approximated its fair value. The fair value of debt is calculated using Level 2 inputs, based on interest rates available for debt with terms and maturities similar to the Company’s Term Loan Facilities and Senior Notes.
Maturities of debt as of October 31, 2025 are:
Fiscal YearTotal
(in millions)
Remainder of 2026
$1 
202719 
202831 
2029489 
203088 
Thereafter1,875 
Total principal payments$2,503