Applied Industrial Technologies Inc.

10/24/2025 | Press release | Distributed by Public on 10/24/2025 14:06

Material Agreement, Financial Obligation, Termination of Material Agreement (Form 8-K)

Item 1.01.

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

Senior Unsecured Credit Agreement

On October 24, 2025 (the "Closing Date"), Applied Industrial Technologies, Inc. (the "Registrant") entered into a Credit Agreement (the "Credit Agreement") with certain financial institutions party thereto and KeyBank National Association, as Administrative Agent for itself and the other financial institutions, providing for a $900 million senior unsecured revolving credit facility (the "Credit Facility"). The Credit Agreement also permits the Registrant to elect to increase the total commitment amount under the Credit Facility, not to exceed an aggregate of $800 million of additional borrowing, through (a) increases to the revolving borrowing amount or (b) incremental term loans. The Credit Facility also provides for a $25 million sublimit for swing line loans and a $50 million sublimit for letters of credit. The Registrant will use the Credit Facility to (1) refinance the Registrant's existing credit facility, and (2) provide funds for ongoing working capital and other general corporate purposes of the Registrant, which may include acquisitions

The Credit Facility will mature on October 24, 2030. The obligations of the Registrant under the Credit Agreement have been guaranteed by certain of the Registrant's U.S. and foreign subsidiaries.

Loans under the Credit Agreement will bear interest, at the Registrant's election, at either (a) the base rate plus a margin that ranges from 0 to 35 basis points based on the Registrant's net leverage ratio, or (b) an adjusted term SOFR rate (based on one, three or six-monthinterest periods) plus a margin that ranges from 80 to 135 basis points based on the Registrant's net leverage ratio. The Registrant is also obligated to pay other customary closing fees, arrangement fees, administration fees, facility fees and letter of credit fees for a credit facility of this size and type.

The Credit Agreement contains customary covenants, including but not limited to, limitations on the Registrant's ability and, in certain instances, the Registrant's subsidiaries' ability, to incur indebtedness, incur liens or sell or transfer assets and stock. Additionally, the Registrant may not permit its interest coverage ratio to be less than 2.75 to 1.0 or its net leverage ratio to exceed 3.75 to 1.0 on the Closing Date and thereafter. However, upon notification to the Administrative Agent, the applicable maximum permissible net leverage ratio level can be increased to 4.25 to 1.0 in connection with certain material acquisitions.

Upon the occurrence of an event of default, the Registrant's obligations under the Credit Agreement may be accelerated. Such events of default include payment defaults to lenders under the Credit Agreement, covenant defaults, certain ERISA defaults, change of control and other customary defaults.

The lenders under the Credit Agreement and their affiliates have engaged and may engage in commercial and investment banking transactions with the Registrant in the ordinary course of business and also provide or have provided advisory and financial services to the Registrant.

The above description of the Credit Agreement and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-Kand which is incorporated herein by reference.

Item 1.02.

TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

The Credit Agreement replaces Registrant's prior $900 million credit agreement dated as of December 9, 2021, among the Registrant, KeyBank National Association as Administrative Agent, and various financial institutions. The 2021 credit agreement was filed as Exhibit 10.1 to the Registrant's Form 8-Kdated December 9, 2021.

Item 2.03.

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCESHEET ARRANGEMENT OF A REGISTRANT

The information set forth in Item 1.01 of this Current Report on Form 8-Kis incorporated by reference in this Item 2.03.

Applied Industrial Technologies Inc. published this content on October 24, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on October 24, 2025 at 20:06 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]