Hillenbrand, Inc. 8-K

What Happened

• Hillenbrand, Inc. filed an 8‑K reporting the closing of the merger on February 10, 2026 and the simultaneous entry into new secured financing arrangements.
• Subsidiaries and related parties entered two new credit agreements dated February 10, 2026: a Senior Secured Facilities Credit Agreement (including a $1,800.0M term loan and a $430.0M revolving credit facility) and an LC Facility Agreement (a $350.0M letter‑of‑credit/bank‑guarantee facility).
• Parent also issued $500.0M aggregate principal of 7.125% Senior Secured Notes due February 1, 2033 (issued February 5, 2026); those notes and related guarantees were secured substantially concurrently with the merger.

Key Details

• New committed facilities: $1,800.0M Term Loan + $430.0M Revolver = $2,230.0M (senior secured credit facilities), plus a $350.0M Senior Secured LC Facility (total committed credit capacity $2,580.0M).
• Parent Secured Notes: $500.0M principal, 7.125% coupon, interest payable Feb 1 and Aug 1 (first payment Aug 1, 2026), maturity Feb 1, 2033; includes customary redemption features.
• Company repurchased via Change of Control Offers: $361.792M of 2029 Notes and $330.591M of 2031 Notes (offers expired Feb 9, 2026). Supplemental indentures dated Feb 10, 2026 make certain subsidiaries guarantors and secure remaining Company Notes by pledging capital stock of principal‑property subsidiaries.
• The new facilities and notes are guaranteed by Holdings, Intermediate Holdings and certain domestic subsidiaries and are secured by first‑priority liens on substantially all assets (subject to customary exceptions). Prior Company facilities (the Fifth Amended and Restated Credit Agreement and the Syndicated L/G Facility Agreement) were repaid in full and terminated.

Why It Matters

• The filing confirms the merger closing and a substantial recapitalization: Hillenbrand and its new parent have put in place several hundred million dollars of secured debt and $500M of secured notes, which materially change the company’s capital structure and security profile.
• For investors, key facts are the added leverage, the security interests on substantially all assets, and the 7.125% coupon on the Parent Secured Notes maturing in 2033. These terms affect creditor claims and future refinancing or cash‑flow priorities; the company also retired its prior credit facilities and repurchased a large portion of its public notes.
• The company furnished a press release dated February 10, 2026 announcing the merger closing (Exhibit 99.1).