Griffon Corp Completes $800M Notes Offering; Amends Credit Facility

What Happened

• Griffon Corporation announced on August 18, 2026 that it completed a private placement of $800 million aggregate principal amount of 6.25% senior notes due October 1, 2034 (the “Notes”), producing approximately $792 million of net proceeds. The Notes were issued under an Indenture dated August 18, 2026, with Computershare Trust Company, N.A. as trustee.
• The Notes are senior unsecured obligations, initially guaranteed by several Griffon subsidiaries (including Ames Hunter Holdings Corp., Clopay Ames Holding Corp., Clopay Corporation, CornellCookson, LLC, Cornell Real Estate Holdings, LLC, Hunter Fan Company and Griffon AMES Holdco LLC). Griffon also executed a Third Amendment to its credit agreement, establishing an Amended and Restated Credit Agreement that maintains a $500 million revolving credit facility and extends its maturity to August 18, 2031.

Key Details

• Notes: $800 million principal, 6.25% interest, semi‑annual payments on April 1 and October 1, maturity October 1, 2034; net proceeds ≈ $792 million.
• Ranking & guarantees: senior unsecured; guaranteed by named domestic subsidiaries; structurally subordinated to debt of non‑guarantor subsidiaries and effectively subordinated to secured debt.
• Redemption & repurchase: issuer optional redemptions before Oct 1, 2029 (100% + premium) and specified make-whole/equity call mechanics; change-of-control repurchase at 101% of principal (plus accrued interest).
• Revolving credit facility: $500 million revolver (unchanged amount), maturity extended to Aug 18, 2031; $125 million letter-of-credit sub-facility and $200 million multicurrency sub‑facility unchanged.
• Pricing & covenants: initial margins of 1.75% (Term SOFR) / 0.75% (Alternate Base Rate); initial commitment fee 0.20%. Financial maintenance tests: max consolidated leverage 5.50x, max consolidated senior secured leverage 3.50x, minimum interest coverage 2.0x. The amendment removes the prior annual capital expenditures covenant and permits incremental capacity up to the greater of $500M and a leverage-based formula.

Why It Matters

• These transactions change Griffon’s debt and liquidity profile by adding $800M of long‑dated, fixed‑rate senior unsecured debt and preserving a $500M revolver extended to 2031, together providing roughly $792M of cash proceeds and continued access to committed bank liquidity.
• For investors, important items to monitor include Griffon’s consolidated leverage and interest coverage ratios (which are specified in the amended credit agreement), the senior unsecured ranking of the Notes (and any secured debt that ranks ahead of them), and the potential impact on interest expense and refinancing flexibility. Some restrictive covenants may drop away if the Notes achieve investment‑grade ratings from both Moody’s and S&P (per the Indenture).