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  4. [8-K] BRADY CORP Reports Material Event

Brady Corporation (NYSE: BRC) arranges $1.0B credit deal for PSS acquisition

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Brady Corporation entered into a new $1.0 billion Credit Agreement to support its pending acquisition of Honeywell’s Productivity Solutions and Services business. The facilities include a $500 million term loan and a $500 million revolving credit facility maturing on June 12, 2031.

Brady exchanged €13.0 million of existing revolving loans into the new structure and repaid all other obligations under its prior 2019 credit agreement. The new financing allows multi-currency borrowing, includes $100 million sublimits for letters of credit and swing line loans, and carries financial covenants on leverage and interest coverage.

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Insights

Brady secures $1.0B long-term financing for the PSS acquisition.

Brady Corporation has arranged a $1.0 billion Credit Agreement built around a $500 million term loan and a $500 million revolver. Both mature on June 12, 2031, giving long-dated funding for the Honeywell PSS acquisition and ongoing corporate needs.

The agreement permits borrowing in multiple currencies and sets a maximum consolidated net leverage ratio of 3.50% to 1.00, temporarily rising to 4.00% after the acquisition, plus a minimum interest coverage ratio of 3.00 to 1.00. These covenants define Brady’s balance sheet flexibility during integration.

An incremental feature allows up to $550 million in additional commitments, plus more subject to leverage tests. Actual balance sheet impact will depend on how much of the capacity Brady draws to fund the PSS deal, capital expenditures, working capital and other general corporate purposes.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 1.02 Termination of a Material Definitive Agreement Business
A significant contract was terminated, which may affect business operations or revenue.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Total Credit Agreement size $1.0 billion Aggregate principal amount under new Credit Agreement
Term loan facility $500 million Principal amount of term loan under Credit Agreement
Revolving credit facility $500 million Principal amount of revolver under Credit Agreement
Exchanged prior revolver balance €13.0 million Outstanding revolving loans moved into new facility on June 12, 2026
Letter of credit sublimit $100 million Sublimit within revolving credit facility
Swing line sublimit $100 million Sublimit within revolving credit facility
Incremental facility base capacity $550 million Additional commitments allowed, plus further amounts subject to leverage test
Max net leverage ratio 3.50 to 1.00 (up to 4.00 post-closing) Consolidated net leverage covenant, temporarily higher after PSS closing
Credit Agreement financial
"The Company and certain of its subsidiaries entered into a Credit Agreement"
A credit agreement is a written loan contract between a borrower and a bank or other lender that lays out how much money can be borrowed, the interest rate, repayment schedule, fees, and the rules the borrower must follow. For investors, it matters because those terms affect a company’s cash costs, borrowing flexibility and risk of default — similar to how a mortgage’s rules determine a homeowner’s monthly budget and freedom to make changes.
revolving credit facility financial
"a $500 million term loan facility and a $500 million revolving credit facility"
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
term loan facility financial
"consisting of a $500 million term loan facility and a $500 million revolving credit facility"
A term loan facility is a type of loan provided by a lender that is repaid over a set period of time, usually with fixed payments. It functions like a large, upfront loan that a borrower agrees to pay back gradually, often used to fund major investments or projects. For investors, understanding a company's use of such loans helps assess its financial stability and risk level.
consolidated net leverage ratio financial
"a margin based on the Company’s consolidated net leverage ratio"
The consolidated net leverage ratio measures how much debt a company carries compared with the cash it generates from core operations, calculated by taking total borrowings minus cash and dividing by annual operating profit. Like comparing a household’s mortgage balance to its yearly income, it tells investors how many years of operating profit would be needed to pay off net debt and thus gauges financial risk, flexibility to invest, and capacity to weather downturns.
interest coverage ratio financial
"a minimum consolidated interest coverage ratio of 3.00 to 1.00"
A measure of how easily a company can pay the interest on its debt, calculated by comparing the earnings it generates from operations to the interest it owes. It matters to investors because a higher ratio means the company can comfortably meet interest payments — like having several paychecks set aside to cover your rent — while a low ratio signals greater risk of missed payments or financial strain.
incremental facility financial
"contains an incremental facility feature permitting the Company to request an increase"
An incremental facility is an added amount of borrowing capacity tacked onto an existing loan or credit line, like opening an extra lane on a highway to handle more traffic without rebuilding the road. It matters to investors because it boosts a company’s short-term cash flexibility and can change its borrowing costs and risk profile—affecting liquidity, interest expense and the likelihood of future equity or debt financing.
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Understanding 8-K Material Events →
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 12, 2026
BRADY CORPORATION
(Exact name of registrant as specified in its charter)
Commission File Number 1-14959
Wisconsin 39-0178960
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)
6555 West Good Hope Road
Milwaukee, Wisconsin 53223
(Address of principal executive offices and Zip Code)
(414) 358-6600
(Registrant’s Telephone Number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Class A Nonvoting Common Stock, par value $0.01 per shareBRCNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐


Item 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On June 12, 2026, in connection with its pending acquisition of Honeywell International Inc.’s Productivity Solutions and Services business (“PSS”), Brady Corporation (the “Company”) and certain of its subsidiaries entered into a Credit Agreement (the “Credit Agreement”) with a group of lenders party thereto, BMO Bank N.A., as administrative agent, swing line lender and letter of credit issuer, and Bank of America, N.A., as syndication agent and letter of credit issuer. BMO Capital Markets Corp., BofA Securities, Inc., CIBC Bank USA, PNC Capital Markets LLC, and Wells Fargo Bank, National Association acted as joint lead arrangers and joint bookrunners. The Credit Agreement provides for an aggregate principal amount of $1.0 billion, consisting of a $500 million term loan facility and a $500 million revolving credit facility. The Credit Agreement replaced and terminated the Company’s previous credit agreement, which had been entered into on August 1, 2019. On June 12, 2026, outstanding revolving loans under the previous credit agreement totaling €13.0 million were exchanged for revolving loans under the Credit Agreement, and all other outstanding obligations thereunder were repaid in full.

Under the Credit Agreement, which has a final maturity date of June 12, 2031 for both the term loan and revolving credit facilities, the Company has the option to select either a base interest rate (based upon the highest of (i) the federal funds rate plus one-half of 1%, (ii) the prime rate of BMO Bank N.A., or (iii) the one-month Term SOFR rate plus 1%, plus a margin based on the Company’s consolidated net leverage ratio) or a term benchmark or risk-free interest rate (based on, as applicable, Term SOFR, Adjusted EURIBO, Adjusted TIBO, Adjusted Term CORRA, BBSY, or Daily Simple SONIA, plus a margin based on the Company’s consolidated net leverage ratio).

The term loan is subject to quarterly amortization payments of 1.25% of the original principal amount made on the closing date of the PSS acquisition, commencing on the last business day of the fiscal quarter occurring at least three months following such closing date, with the remaining balance payable on the maturity date. Borrowings under the revolving credit facility may be denominated in Dollars, Euros, Sterling, Australian Dollars, Japanese Yen, or Canadian Dollars, and the facility provides for a letter of credit sublimit of $100 million and a swing line sublimit of $100 million. Total availability under the revolving credit facility is capped at $300 million prior to the closing of the PSS acquisition and expands to the full $500 million commitment thereafter. Additionally, the Credit Agreement contains an incremental facility feature permitting the Company to request an increase to the revolving commitments or add one or more additional tranches of term loans by up to $550 million, plus an unlimited additional amount subject to compliance with a pro forma consolidated net leverage ratio not to exceed 2.50 to 1.00.

The Credit Agreement is guaranteed by certain of the Company’s material domestic subsidiaries and contains various customary covenants, including a maximum consolidated net leverage ratio of 3.50 to 1.00, which shall temporarily be increased to up to 4.00 to 1.00 for the four computation periods ending after the closing of the PSS acquisition, and a minimum consolidated interest coverage ratio of 3.00 to 1.00. A commitment fee is payable on the unused or undrawn amounts of the credit facilities. The Company intends to use borrowings under the Credit Agreement to finance the PSS acquisition, pay related transaction costs, and fund capital expenditures, working capital and other general corporate purposes.

The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement, a copy of which is filed as Exhibit 10.1 to this report and is incorporated herein by reference.

Item 1.02TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

The information set forth above under Item 1.01 is incorporated herein by reference.

Item 2.03
CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT

The information set forth above under Item 1.01 is incorporated herein by reference.



Item 9.01FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits
EXHIBIT NUMBERDESCRIPTION
10.1
Credit Agreement, dated as of June 12, 2026, by and among Brady Corporation and certain of its subsidiaries, the lenders listed therein and BMO Bank N.A., as administrative agent.
104Cover Page Interactive Data File (embedded within Inline XBRL document).

SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
  BRADY CORPORATION
Date: June 18, 2026 
 /s/ ANN E. THORNTON
 Ann E. Thornton
 Chief Financial Officer, Chief Accounting Officer and Treasurer

Source: View Original Filing on SEC EDGAR

FAQ

What new credit facilities did Brady Corporation (BRC) secure?

Brady Corporation secured a new Credit Agreement totaling $1.0 billion, split between a $500 million term loan facility and a $500 million revolving credit facility. Both facilities share a final maturity date of June 12, 2031, providing long-term acquisition and corporate funding.

How will Brady Corporation (BRC) use the new $1.0 billion Credit Agreement?

Brady plans to use borrowings under the Credit Agreement to finance the PSS acquisition, pay related transaction costs, and fund capital expenditures, working capital and other general corporate purposes. This links the new facilities directly to its pending purchase of Honeywell’s Productivity Solutions and Services business.

What are the key covenants in Brady Corporation’s (BRC) new Credit Agreement?

The Credit Agreement includes a maximum consolidated net leverage ratio of 3.50 to 1.00, temporarily rising to 4.00 to 1.00 for four periods after the PSS closing, and a minimum consolidated interest coverage ratio of 3.00 to 1.00, setting leverage and coverage boundaries for Brady’s financing profile.

What incremental borrowing capacity does Brady Corporation (BRC) have under the Credit Agreement?

Brady’s Credit Agreement includes an incremental facility allowing it to increase revolving commitments or add new term loan tranches by up to $550 million, plus an unlimited additional amount if a pro forma consolidated net leverage ratio of 2.50 to 1.00 is maintained.

How did the new Credit Agreement affect Brady Corporation’s prior credit facility?

The new Credit Agreement replaced and terminated Brady’s previous August 1, 2019 credit agreement. On June 12, 2026, €13.0 million of outstanding revolving loans were exchanged into the new facility, and all other obligations under the prior facility were repaid in full.

In which currencies can Brady Corporation (BRC) borrow under the new revolver?

Under the new revolving credit facility, Brady can borrow in U.S. Dollars, Euros, Sterling, Australian Dollars, Japanese Yen, and Canadian Dollars. The agreement also includes $100 million sublimits each for letters of credit and swing line borrowings within the overall revolver commitment.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

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