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8-KAccepted Oct 1, 5:22 PM ET

Workday, Inc. Enters $1.5B Revolving Credit Agreement

WDAYWorkday, Inc.

Accepted (ET)

5:22 PM

Oct 1, 2026

Filed

Oct 1, 2026

Documents

12

Size

1.3 MB

Summary

Workday, Inc. Enters $1.5B Revolving Credit Agreement

Updated

What Happened

  • Workday, Inc. announced on October 1, 2026 that it entered into a Credit Agreement providing a $1.5 billion revolving credit facility that replaces its prior $1.0 billion facility dated April 6, 2022. The new facility matures on October 1, 2031, and may be extended up to two times (one year each) at Workday’s request.
  • Wells Fargo Bank, N.A. serves as Administrative Agent (and swing line lender/L/C issuer); Bank of America, Barclays, and Morgan Stanley act as syndication agents and joint lead arrangers/bookrunners alongside other lenders. As of the closing date Workday had no outstanding borrowings under the new facility.

Key Details

  • Facility size: $1,500,000,000 revolving credit facility (replaced prior $1,000,000,000 facility).
  • Maturity and extensions: Maturity Oct 1, 2031; up to two one-year extension requests allowed.
  • Pricing: Interest options include base-rate or SOFR-based pricing with margins that vary by Workday’s Consolidated Leverage Ratio (or, if elected, by Workday’s senior unsecured Debt Rating). SOFR margins range roughly 0.875%–1.500% (leverage-based) or 0.750%–1.250% (rating-based). During a payment default, rates increase by 2.0% per annum.
  • Fees and currencies: Commitment fees on unused commitments of ~0.080%–0.200% (or 0.070%–0.150% if rating-based); letters of credit and customary agent fees apply. Loans may be in USD and certain foreign currencies (up to $525M aggregate in Alternative Currencies).
  • Covenants and defaults: Includes customary reps, affirmative and negative covenants, and events of default. Financial covenant caps Consolidated Leverage Ratio at 3.50:1.00 (can step up to 4.50:1.00 for a period after a Qualified Acquisition, at Workday’s election).

Why It Matters

  • The new $1.5B facility increases Workday’s committed revolving liquidity versus its prior $1.0B facility, providing additional capacity for working capital, general corporate needs, and strategic opportunities while leaving flexibility to borrow or prepay without penalty. The leverage covenant and pricing that varies with leverage or credit ratings give lenders protections and tie borrowing cost to Workday’s financial profile. Investors should note the facility was undrawn at closing, so it represents available liquidity rather than new debt on the balance sheet unless drawn. The full Credit Agreement is filed as Exhibit 10.1 for detail.

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