Ametek Inc.
06/12/2026 | Press release | Distributed by Public on 06/12/2026 12:59
Material Agreement, Financial Obligation (Form 8-K)
Item 1.01 Entry Into a Material Definitive Agreement.
Amendment and Restatement of Revolving Credit Facility
On June 9, 2026, AMETEK, Inc. (the "Company"), together with certain of its foreign subsidiaries, entered into an Amended and Restated Credit Agreement (the "Revolving Credit Agreement") with the lenders party thereto, JPMorgan Chase Bank, N.A. and J.P. Morgan SE, as administrative agent, and Bank of America, N.A., PNC Bank, National Association, Truist Bank and Wells Fargo Bank, National Association, as co-syndication agents.
The Revolving Credit Agreement increases the aggregate amount of the lenders' commitments to make revolving loans ("Revolving Loans") from $2.3 billion to $3.5 billion and extends the maturity date to June 9, 2031, subject to extensions as further detailed in the Revolving Credit Agreement.
The Revolving Credit Agreement contains affirmative and negative covenants and includes limitations on indebtedness, liens, fundamental changes and asset sales (which are subject to certain exceptions and thresholds) and certain financial covenants including compliance with either a maximum total net leverage ratio or, following satisfaction of a financial covenant transition condition, a minimum interest coverage ratio.
The Company may use up to $1.0 billion of proceeds from the Revolving Loans to pay a portion of the consideration in respect of the previously announced acquisition of all of the outstanding equity interests of Indicor Holdings, LLC, a Delaware limited liability company (the "Indicor Acquisition"), and to pay fees, costs and expenses incurred in connection therewith ("Indicor Consideration"). The proceeds of Revolving Loans may also be used to refinance debt, finance working capital and for general corporate purposes (including acquisitions).
The foregoing description of the Revolving Credit Agreement is a summary only and is qualified in its entirety by reference to the Revolving Credit Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Term Loan Facility
On June 9, 2026, the Company also entered into a Term Loan Credit Agreement (the "Term Loan Agreement"), among the Company, the lenders party thereto, Bank of America, N.A., as administrative agent, and JPMorgan Chase Bank, N.A., PNC Bank, National Association, Truist Bank and Wells Fargo Bank, National Association, as syndication agents.
The Term Loan Agreement provides for a senior unsecured term loan facility of up to $4.0 billion consisting of three tranches: (a) $1.625 billion of term loans that will mature three years from the date on which they are drawn ("Tranche A Loans"), (b) $1.625 billion of term loans that will mature four years from the date on which they are drawn ("Tranche B Loans") and (c) $750 million of term loans that will mature five years from the date on which they are drawn ("Tranche C Loans" and, together with the Tranche A Loans and the Tranche B Loans, the "Term Loans").
The funding of the Term Loans is subject to customary conditions, including the consummation of the Indicor Acquisition. The proceeds of the Term Loans may only be used in connection with the Indicor Acquisition and are available to the Company in a single borrowing on the closing date of the Indicor Acquisition.
The Loans will bear interest at a rate equal to either a Term SOFR rate or an alternate base rate, in each case, plus an applicable margin based on the Company's credit rating or leverage level, as elected by the Company.
The Company has the right to prepay the Loans at any time, in whole or in part and without premium or penalty (other than, if applicable, any breakage costs). The Company may also choose to reduce its commitments under the Term Loan Agreement at any time.
The covenants contained in the Term Loan Agreement are substantially similar to the covenants contained in the Revolving Credit Agreement. The Term Loan Agreement contains affirmative and negative covenants and includes limitations on indebtedness, liens, fundamental changes and asset sales (which are subject to certain exceptions and thresholds) and certain financial covenants requiring compliance with either a maximum total net leverage ratio or, following satisfaction of a financial covenant transition condition, a minimum interest coverage ratio. The Term Loan Agreement also contains customary events of default (which are in some cases subject to certain exceptions, thresholds and grace periods) including, but not limited to, nonpayment of principal and interest, failure to perform or observe covenants, breaches of representations and warranties and certain bankruptcy-related events.
The foregoing description of the Term Loan Agreement is a summary only and is qualified in its entirety by reference to the Term Loan Agreement, which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated by reference herein.
Termination of Bridge Financing Commitment
In connection with entering into a purchase agreement for the Indicor Acquisition, the Company obtained $5.0 billion in bridge financing commitments to fund the Indicor Acquisition. As a result of entering into the Revolving Credit Agreement and the Term Loan Agreement, such bridge financing commitments have been automatically reduced and terminated in full.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 is incorporated herein by reference.
Ametek Inc. published this content on June 12, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 12, 2026 at 18:59 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]