On May 16, 2025, Invesco Ltd.(company) and its indirect subsidiary, Invesco Finance, Inc. (the Term Loan Borrower), entered into an unsecured $1.0 billion Credit Agreement with a syndicate of banks, financial institutions and other institutional lenders named therein, including Bank of America, N.A., as administrative agent. The Term Loan Agreement includes a $500 million 3-year term loan and a $500 million 5-year term loan, and are denominated in U.S. dollars. All of the obligations of the Term Loan Borrower under the Term Loan Agreement are guaranteed by the Company. The Term Loans were borrowed in full on the Closing Date to finance the Company?s previously announced repurchase of $1.0 billion of the Company?s outstanding 5.9% Fixed Rate Non-Cumulative Perpetual Series A Preference Stock (the ? Preferred Stock ?) held by MassMutual Mutual Life Insurance Company pursuant to a Preferred Share Repurchase Agreement, dated as of April 21, 2025, entered into by and between the Company and MassMutual. A premium of 15% was paid to MassMutual on the liquidation preference of $1,000 per share. The Repurchase was completed on the Closing Date. The 3-Year Term Loan is repayable in full at the 3-Year Term Loan maturity date on May 16, 2028. The 5-Year Term Loan requires amortization payments of 2.5% per quarter commencing on the third anniversary of the Closing Date, and the remaining outstanding amount is repayable in full at the 5-Year Term Loan maturity date on May 16, 2030. Under certain conditions, the Term Loan Borrower may elect to increase the Term Loans to an aggregate maximum principal amount of $1.5 billion. None of the lenders under the Term Loan Agreement are obligated to provide such additional commitments to the Term Loan Borrower. The Term Loans under the Term Loan Agreement will bear interest at (i) Term SOFR for specified interest periods plus a SOFR related credit spread adjustment of 10 basis points or (ii) a base rate equal to the highest of (a) the Bank of America prime rate, (b) the Federal Funds rate plus 0.50%, (c) Term SOFR for an interest period of one month plus 1.00% and (d) 1.00%), plus, in either case, an applicable margin determined based on the credit ratings of the Company or its indirect subsidiary, Invesco Finance PLC. Based on the current credit ratings of the Company and the Revolving Borrower, (x) for the 3-Year Term Loan, the applicable margin for SOFR-based loans would be 1.125%, and base rate loans would be 0.125%, and (y) for the 5-Year Term Loan, the applicable margin for SOFR-based loans would be 1.250%, and base rate loans would be 0.250%. On May 16, 2025, the Company and the Revolving Borrower entered into a five-year unsecured $2.5 billion Seventh Amended and Restated Credit Agreement (the ? Credit Agreement ?) with a syndicate of banks, financial institutions and other institutional lenders named therein, including Bank of America, N.A., as administrative agent. The Credit Agreement includes a $50 million sublimit for the issuance of standby letters of credit and a $150 million sublimit for swingline loans. All advances under the Credit Agreement are denominated in U.S. dollars and letters of credit issued thereunder may be denominated in U.S. dollars or Sterling. All of the obligations of the Revolving Borrower under the Credit Agreement are guaranteed by the Company (the ? Revolver Company Guaranty ?). The Credit Agreement amends and restates the Company?s $2.0 billion Sixth Amended and Restated Credit Agreement, dated as of April 26, 2023 (the ? Prior Credit Agreement ?) entered into by the Company and the Revolving Borrower. The Prior Credit Agreement was scheduled to expire on April 26, 2028. No prepayment fees were incurred in connection with the amendment and restatement of the Prior Credit Agreement.
Amounts borrowed under the Credit Agreement are repayable at maturity on May 16, 2030. The proceeds of the Credit Agreement are to be used for working capital, capital expenditures, general corporate purposes and all other lawful purposes. Under certain conditions, the Revolving Borrower may elect to increase the aggregate principal amount of commitments under the Credit Agreement to a maximum amount of $3 billion. None of the lenders under the Credit Agreement are obligated to provide such additional commitments to the Revolving Borrower.
Borrowings under the Credit Agreement will bear interest at (i) Term SOFR for specified interest periods plus a SOFR related credit spread adjustment of 10 basis points or (ii) a floating rate (based upon either (X) daily SOFR or (Y) a base rate equal to the highest of (a) the Bank of America prime rate, (b) the Federal Funds rate plus 0.50%, (c) Term SOFR for an interest period of one month plus 1.00% and (d) 1.00%), plus, in either case, an applicable margin determined based on the credit ratings of the Company or the Revolving Borrower. Based on the current credit ratings of the Company and the Revolving Borrower, the applicable margin for SOFR-based loans would be 1.000% and for base rate loans would be 0%. In addition, the Revolving Borrower is required to pay the lenders a commitment fee on the aggregate unused commitments of the lenders at a rate per annum which is based on the credit ratings of the Company or the Revolving Borrower. Based on the current credit rating of the Company and the Revolving Borrower, the commitment fee would be equal to 0.100%.
Invesco Finance, Inc. and Invesco Ltd. Enters Credit Agreement
Published on 17/05/2025 at 02:35
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