CENT secures $600M revolver with 2030 maturity and $400M accordion
Rhea-AI Filing Summary
Central Garden & Pet Company amended and restated its credit facility, entering a Fourth Amended and Restated Credit Agreement for a $600 million senior secured asset-based revolver with an uncommitted $400 million accordion, maturing November 7, 2030.
The borrowing base is determined by eligible receivables and inventory, and, at the Company’s election, eligible real property, less reserves. The Company did not draw at closing; proceeds may be used for general corporate purposes. The facility includes a $50 million letter of credit sublimit and a $75 million short‑notice borrowing sublimit.
Borrowings bear interest at SOFR (floor 0.00%) or a defined Base Rate, plus a margin tied to average availability. At closing, the applicable margin was 1.00% for SOFR loans and 0.00% for Base Rate loans. Covenants include a minimum fixed charge coverage ratio of 1.00:1.00 when triggered. The facility is secured by substantially all assets, including pledges of domestic and certain foreign subsidiary equity.
Positive
- None.
Negative
- None.
Insights
New $600M ABL with $400M accordion extends liquidity to 2030.
Central Garden & Pet refinanced its asset-based revolver at
Pricing scales with availability, with initial margins of
The company made no initial borrowing, so immediate cash flow does not change; liquidity access and covenant framework are defined by the agreement. Key dated milestone is the
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On November 7, 2025, Central Garden & Pet Company (the “Company”) entered into a Fourth Amended and Restated Credit Agreement with the Company, as borrower, certain of the Company’s domestic and Canadian subsidiaries, as guarantors, a syndicate of financial institutions party thereto (each a “Lender” and together, the “Lenders”), Truist Bank (“Truist”), as issuing bank and administrative agent (in such capacity the “Administrative Agent”), and Truist Securities, Inc., Bank of America, N.A., KeyBank Capital Markets, Inc., U.S. Bank National Association and Wells Fargo Bank, National Association as joint lead arrangers and joint bookrunners, Bank of America, N.A., KeyBank National Association, U.S. Bank National Association and Wells Fargo Bank, National Association as co-syndication agents, and BMO Bank N.A., JPMorgan Chase Bank, N.A. and MUFG Bank, Ltd., as co-documentation agents (the “Credit Agreement”). The Credit Agreement amends and restates that certain Third Amended and Restated Credit Agreement dated as of December 16, 2021 (as amended to date, the “Predecessor Credit Agreement”) and provides for a $600 million principal amount senior secured asset based revolving credit facility, with up to an additional $400 million principal amount available if the Company exercises the uncommitted accordion feature set forth therein subject to additional commitments by Lenders (collectively, the “Credit Facility”). The Credit Facility matures on November 7, 2030. The Company may borrow, repay and reborrow amounts under the Credit Facility until its maturity date, at which time all amounts outstanding under the Credit Facility must be repaid in full.
The Credit Facility is subject to a borrowing base calculated using a formula based upon eligible receivables and inventory, and at the Company’s election, eligible real property, minus certain reserves. The Company did not draw down any commitments under the Credit Facility upon closing. Proceeds of the Credit Facility will be used for general corporate purposes. The Credit Facility includes a $50 million sublimit for the issuance of letters of credit and a $75 million sublimit for short-notice borrowings.
Borrowings under the Credit Facility will bear interest at an index based on SOFR (which will not be less than 0.00%) or, at the option of the Company, the Base Rate (defined as the highest of (a) the Truist prime rate, (b) the Federal Funds Rate plus 0.50%, (c) one-month SOFR plus 1.00%, and (d) 0.00%), plus, in either case, an applicable margin based on the Company’s average availability level under the Credit Facility. The applicable margin for SOFR-based borrowings fluctuates between 1.00%-1.50% and was 1.00% at the time of closing, and the applicable margin for Base Rate borrowings fluctuates between 0.00%-0.50%, and was 0.00% at the time of closing. An unused line fee shall be payable quarterly in respect of the total amount of the unutilized Lenders’ commitments under the Credit Facility, and a letter of credit fee shall be payable quarterly in respect of the average undrawn and unreimbursed amount of letters of credit plus a facing fee to the issuing bank. The Company is also required to pay certain fees to the administrative agent under the Credit Facility.
The Credit Facility contains customary covenants, including a financial covenant which requires the Company to maintain a minimum fixed charge coverage ratio of 1.00:1.00 at the end of each fiscal quarter in which the covenant has been triggered, reporting requirements and events of default. The Credit Facility is secured by substantially all assets of the Company and its subsidiaries guaranteeing the Credit Facility, including (i) pledges of 100% of the stock or other equity interest of each domestic subsidiary that is directly owned by such entity and (ii) 65% of the stock or other equity interest of each foreign subsidiary that is directly owned by such entity, in each case subject to customary exceptions.
The foregoing description of the Credit Facility is only a summary and is qualified in its entirety by reference to the Credit Agreement, a copy of which will be filed as Exhibit 10.1 hereto.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
Please refer to the description of the Credit Facility disclosed in Item 1.01 above.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibits are included with this Current Report on Form 8-K:
| Exhibit |
Exhibit Title or Description | |
| 10.1 | Fourth Amended and Restated Credit Agreement, dated as of November 7, 2025, by and among the Company, certain domestic and Canadian subsidiaries party thereto, the Lenders, and the Administrative Agent. | |
| 104 | Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document | |
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SIGNATURES
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.
| CENTRAL GARDEN & PET COMPANY | ||
| By: | /s/ George Yuhas | |
| George Yuhas | ||
| General Counsel | ||
Dated: November 12, 2025
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FAQ
What did CENT announce in its 8-K regarding financing?
How is the CENT credit facility borrowing base determined?
Did CENT draw on the new facility at closing?
What are the interest terms on CENT’s facility?
What sublimits are included in CENT’s facility?
What covenants secure CENT’s facility?
