HA Sustainable Infrastructure Capital, Inc. 8-K

What Happened
HA Sustainable Infrastructure Capital, Inc. filed an 8-K reporting two underwritten debt offerings to raise $1.0 billion in total. On February 18, 2026 the company agreed to sell $600 million aggregate principal of 7.125% Green Junior Subordinated Notes due 2056 (to close Feb 27, 2026). On February 19, 2026 it agreed to sell $400 million aggregate principal of 6.000% Green Senior Unsecured Notes due 2036 (to close March 2, 2026). Both offerings are registered with the SEC and will be guaranteed by affiliated Hannon Armstrong entities.

Key Details

• Total size: $1,000,000,000 ( $600M junior subordinated due 2056 + $400M senior unsecured due 2036 ).
• Coupons and prices: 7.125% Junior Subordinated Notes sold at 100.00% of principal; 6.000% Senior Unsecured Notes sold at 99.810% of principal.
• Expected closings: Junior Subordinated Notes — Feb 27, 2026; Senior Unsecured Notes — Mar 2, 2026 (subject to customary conditions).
• Use of proceeds: temporarily repay revolver borrowings or commercial paper, or redeem some/all of the company’s 8.00% Senior Notes due 2027; and to acquire, invest in or refinance eligible green projects. Remaining proceeds to be held in interest-bearing accounts or short-term securities until invested.

Why It Matters
This transaction raises $1 billion to both refinance short-term/near-term debt and to fund the company’s green projects. The mix of a subordinated (higher-yield, longer maturity) issue and a senior unsecured issue affects HA Sustainable Infrastructure Capital’s capital structure and debt maturities—investors should note the coupons, maturities and the subordinated status of the 2056 notes. Proceeds earmarked for eligible green projects reinforce the company’s sustainability financing strategy while also providing near-term liquidity and potential reduction/replacement of the 8.00% 2027 notes.