Schneider National Inc.
10/02/2026 | Press release | Distributed by Public on 10/02/2026 14:08
Material Agreement, Financial Obligation (Form 8-K)
ITEM 1.01. Entry into a Material Definitive Agreement.
On September 30, 2026, Schneider Receivables Corporation (the "Seller"), a wholly-owned subsidiary of Schneider National, Inc. ("Schneider"), entered into Amendment No. 7 (the "2026 Amendment") to its Amended and Restated Receivables Purchase Agreement (as so amended, the "2026 Receivables Purchase Agreement"), among the Seller, as seller, Schneider, as the servicer, Wells Fargo Bank, N.A., as administrative agent and letter of credit issuer, and the purchasers party thereto, relating to the Seller's $400 million secured accounts receivable facility. The 2026 Amendment further amends the Seller's Amended and Restated Receivables Purchase Agreement, dated as of March 31, 2011, as amended and restated on September 5, 2018, and as further amended on July 30, 2021, June 1, 2023, May 29, 2024, and August 25, 2025 (the "Existing Receivables Purchase Agreement"). The parties to the 2026 Receivables Purchase Agreement are the Seller, as seller, Schneider, as servicer, Wells Fargo Bank, N.A., as administrative agent and letter of credit issuer, and the purchasers party thereto.
The 2026 Amendment revises the Existing Receivables Purchase Agreement, among other things, to (i) increase the available commitments from $200,000,000 to $400,000,000; (ii) increase the sublimit for the issuance of letters of credit from $150,000,000 to $250,000,000; (iii) extend the scheduled termination date to September 28, 2029; (iv) adjust eligibility criteria relating to trade accounts receivables to increase availability of the receivables facility; and (v) make certain changes to other provisions of the Existing Receivables Purchase Agreement. The 2026 Receivables Purchase Agreement allows the Seller to borrow funds against qualifying trade receivables at rates based on Term SOFR (as defined in the 2026 Receivables Purchase Agreement) for a one-month tenor and provides for the issuance of standby letters of credit. The 2026 Receivables Purchase Agreement contains representations, warranties, covenants, and events of default substantially similar to the Existing Receivables Purchase Agreement.
The 2026 Receivables Purchase Agreement contains various financial and other covenants, including required minimum consolidated net worth (subject to termination when the terms of other material debt of Schneider or its subsidiaries does not contain a consolidated net worth covenant), consolidated net debt coverage ratio, consolidated interest coverage ratio (effective upon termination of the consolidated net worth covenant as described above), and other affirmative and negative covenants customary for facilities of this type.
The foregoing description of the 2026 Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the 2026 Amendment, which is filed as Exhibit 10.1 to this report, and is incorporated by reference herein.
In the ordinary course of their respective businesses, some or all of the parties to the 2026 Receivables Purchase Agreement (including the 2026 Amendment) and their affiliates have engaged, and may in the future engage, in commercial banking, investment banking, financial advisory, or other services with the Seller, Schneider, and its other subsidiaries for which they have in the past or may in the future receive customary compensation and expense reimbursement.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K relating to the 2026 Amendment and the 2026 Receivables Purchase Agreement is incorporated herein by reference.
Schneider National Inc. published this content on October 02, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on October 02, 2026 at 20:08 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]