8-KFiled Aug 30, 8:00 PM ET

Worthington Enterprises Amends $500M Revolving Credit Facility; Maturity Extended

$WOR · WORTHINGTON ENTERPRISES, INC.

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Worthington Enterprises Amends $500M Revolving Credit Facility; Maturity Extended

What Happened
Worthington Enterprises, Inc. announced on August 31, 2026 that it entered into a Fifth Amended and Restated Credit Agreement that amends and restates its existing $500 million syndicated unsecured revolving credit facility. The amendment leaves aggregate commitments at $500 million but extends the facility maturity from September 27, 2028 to August 31, 2031. PNC Bank, N.A. serves as Administrative Agent and Swingline Lender, with JPMorgan Chase, Bank of America and several other banks as lenders and arrangers. The company also reported this amendment as creating a direct financial obligation.

Key Details

  • Total revolving commitments: $500 million (no change); maturity extended to August 31, 2031 (from Sept. 27, 2028).
  • Accordion feature: ability to increase commitments or add term loans up to an additional $300 million (in $10M minimum increments), subject to lender consent.
  • Letters of credit and swingline: up to $75 million available for letters of credit; swingline loans up to $50 million. As of the effective date, there were no outstanding borrowings or letters of credit.
  • Pricing and fees: borrowing options include Alternate Base Rate and Term SOFR-based loans; margin varies by leverage (0.125%–1.50%). Facility fee was 12.5 bps and letter-of-credit participation fee 112.5 bps as of the effective date; fronting fee 0.125%.
  • Covenants: minimum interest coverage ratio of 3.25x and maximum consolidated leverage (debt / (debt + net worth)) of 55%; customary events of default apply.

Why It Matters
The amended facility secures a multi-year borrowing backstop and extends Worthington’s liquidity runway until 2031, giving the company continued access to working capital, capital expenditures and acquisition financing if needed. The unchanged $500M capacity and accordion feature preserve flexibility to increase borrowing capacity in the future. At the same time, the financial covenants (interest coverage and leverage limits) are important constraints for investors to monitor because covenant breaches could lead to default and acceleration of debt. Finally, the company had no outstanding borrowings under the facility at the effective date, indicating this amendment is primarily a liquidity and flexibility action rather than immediate new debt.