RXO, Inc. 8-K

What Happened
RXO, Inc. announced on Feb 5, 2026 that it entered into a five-year asset-based revolving credit agreement (ABL Facility) with Bank of America, N.A. as administrative agent, providing up to $450 million in revolving commitments. The filing (dated Feb 6, 2026) also furnished a press release and investor presentation reporting the company's results for the quarter and year ended Dec 31, 2025. The new ABL replaces and refinances RXO’s prior cash-flow revolver, which was terminated on the closing date.

Key Details

• ABL Facility size: up to $450 million, five-year term (closing date Feb 5, 2026).
• Optional increase: Borrowers may request an increase up to the greater of $200 million or certain borrowing-base excess (subject to limits).
• Letters of credit: up to $100 million available under the facility.
• Security & guarantees: first‑priority lien on substantially all assets of the borrowers and guarantors (excludes owned and leasehold real property); borrowers and certain subsidiaries unconditionally guarantee obligations.
• Interest: choice of base rate (BR) + margin or adjusted term SOFR + margin; swing line loans at BR + margin.
• Purpose & prior facility: proceeds will refinance the prior revolver (previously up to $600M after Nov 2, 2023 amendment), which was terminated at closing.
• Covenants: customary for this type of facility, including a fixed charge coverage ratio and restrictions on indebtedness, liens, investments, dispositions and restricted payments.
• SEC filings: press release (Exhibit 99.1) and investor presentation (Exhibit 99.2) were furnished Feb 6, 2026.

Why It Matters
The new ABL Facility establishes RXO’s short-term liquidity and lending framework for the next five years while replacing the prior cash‑flow revolver. For investors, this affects the company’s available borrowing capacity, collateral structure (asset-based vs. cash-flow), and covenant package — all items that influence financial flexibility, funding costs, and refinancing risk. The accompanying press release and slide deck provide the company’s reported results for Q4 and FY2025 and should be reviewed together with RXO’s SEC filings for full financial context.