Textron Inc.

10/20/2025 | Press release | Distributed by Public on 10/20/2025 16:42

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

Item 1.01. Entry into a Material Definitive Agreement.
Item 1.02 Termination of a Material Definitive Agreement.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Entry into a Material Definitive Agreement

On October 16, 2025, Textron Inc. ("Textron") entered into a senior unsecured revolving credit facility (the "Facility Agreement") with the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, in an aggregate principal amount of $1.0 billion. Textron may elect to increase the aggregate amount of commitments under the Facility Agreement to up to $1.3 billion by designating an additional lender or by agreement with an existing Lender that such Lender's commitment shall be increased. The Facility Agreement expires on October 16, 2030, subject to up to two one-year extensions at Textron's option with the consent of Lenders having more than 50% of the aggregate amount of commitments under the Facility Agreement. The Facility Agreement replaces the $1.0 billion 5-year facility that was scheduled to expire on October 21, 2027. The terms and conditions of the Facility Agreement are substantially the same as those in the facility being replaced.

Textron will have two options with respect to interest on syndicated borrowings under the Facility Agreement. The first option is for interest to be payable at a rate per annum equal to the sum of a margin ("Base Rate Margin"), which can range from 0 basis points to 30 basis points depending on Textron's senior unsecured long-term debt ratings as determined by Standard & Poor's Ratings Services ("S&P") and Moody's Investors Services, Inc. ("Moody's"), plus the highest of (a) the Prime Rate, (b) the federal funds rate plus 0.50% per annum, or (c) the Term SOFR Rate (as defined below) for a one-month interest period plus 1.00% per annum (the "Base Rate"), provided that the Base Rate shall not be less than 1.0%. Based on Textron's current S&P and Moody's ratings (BBB and Baa2, respectively) the Base Rate Margin would be 14 basis points.

Alternatively, Textron may opt to pay interest for the applicable Interest Period at a rate per annum equal to the sum of a margin ("Term Benchmark Margin"), which can range from 91 basis points to 130 basis points depending upon Textron's ratings, plus the applicable Term SOFR Rate; provided that the Term SOFR Rate shall not be less than 0.0%. The Term SOFR Rate means the Term SOFR Reference Rate published as specified by the Facility Agreement. Based on Textron's current S&P and Moody's ratings (BBB and Baa2, respectively) the Term Benchmark Margin would be 1.14 basis points.

Textron will also pay a quarterly facility fee under the Facility Agreement, regardless of borrowing activity. This fee will range from 9 basis points to 20 basis points, depending on Textron's ratings by S&P and Moody's. At Textron's current ratings, the fee is 11 basis points.

The Facility Agreement provides that up to $100 million is available for the issuance of letters of credit in lieu of borrowings. Letters of credit are subject to fronting fees and accrue charges at the Letter of Credit Fee Rate, which is equivalent to the Term Benchmark Margin.

Textron Inc. published this content on October 20, 2025, and is solely responsible for the information contained herein. Distributed via EDGAR on October 20, 2025 at 22:42 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]