Forgent Power (NYSE: FPS) cuts margins on $600M senior credit debt

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Forgent Power Solutions, Inc., through its subsidiary Forgent Power LLC, amended its existing Credit Agreement on June 23, 2026. The amendment refinances the initial term loans with Amendment No. 1 Refinancing Term Loans in an aggregate principal amount of $600,000,000 at a reduced interest rate margin.

The amendment also lowers the interest margin on the existing revolving credit commitments. After this change, the Senior Credit Facilities will bear interest at the Parent Borrower’s option of a base rate plus 1.25% per year or Term SOFR plus 2.25% per year, both subject to a 0.00% floor.

8-K Event Classification

2 items: 1.01, 9.01

2 items

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 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Refinancing Term Loans: $600,000,000 aggregate principal Base Rate Margin: 1.25% per annum Term SOFR Margin: 2.25% per annum +3 more

6 metrics

Refinancing Term Loans $600,000,000 aggregate principal Amendment No. 1 Refinancing Term Loans under Amended Credit Agreement

Base Rate Margin 1.25% per annum Margin over base rate on Senior Credit Facilities after amendment

Term SOFR Margin 2.25% per annum Margin over Term SOFR on Senior Credit Facilities after amendment

Interest Rate Floor 0.00% per annum Floor for base rate and Term SOFR calculations in facilities

Federal Funds add-on 0.5% per annum Component in definition of base rate (Federal Funds Rate plus 0.5%)

Term SOFR add-on to base 1% per annum Component in base rate definition: one-month Term SOFR plus 1%

Key Terms

Amendment No. 1, Credit Agreement, Senior Credit Facilities, Term SOFR, +1 more

5 terms

Amendment No. 1 financial

"entered into that certain Amendment No. 1 (“Amendment No. 1”) to its Credit Agreement"

Credit Agreement financial

"Amendment No. 1 to its Credit Agreement, dated as of December 19, 2025"

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.

Senior Credit Facilities financial

"as amended by Amendment No. 1, the “Amended Credit Agreement,” and the credit facilities thereunder, the “Senior Credit Facilities”"

Senior credit facilities are loans or lines of credit that a company takes from banks or lenders and that have first claim on the company’s cash and assets if it runs into trouble. Think of them like a mortgage that gets paid before other bills; their size, interest rate, and terms affect how expensive and risky it is for a company to operate, which in turn influences investor returns and the likelihood of dilution or default.

Term SOFR financial

"Term SOFR, subject to a 0.00% per annum floor for the applicable interest period, plus a margin of 2.25% per annum"

Term SOFR is a benchmark interest rate that reflects the cost of borrowing money over a specific period, based on actual transactions in the financial markets. It is used by lenders and borrowers to set the interest rates on loans and financial contracts, helping to ensure rates are fair and transparent. For investors, understanding term SOFR helps gauge borrowing costs and the overall direction of interest rates in the economy.

base rate financial

"a “base rate” (defined as the highest rate of: (a) the Federal Funds Rate plus 0.5%, (b) the one-month Term SOFR"

The base rate is the primary interest rate set by a central authority or used as a benchmark for pricing loans, savings and other financial products. Think of it as the anchor in a floating system: when the base rate moves, borrowing costs, corporate financing and consumer spending tend to shift too, which can change company profits and investor returns across the market.

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Understanding 8-K Material Events →

Available on EDGAR 06/26/2026 - 06:06 AM Accepted by SEC EDGAR 06/26/2026 - 06:02 AM

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 23, 2026

Forgent Power Solutions, Inc.

(Exact name of registrant as specified in its charter)

     Delaware

     001-43102

     39-3386651

     (State or other jurisdiction
of incorporation)

     (Commission
File Number)

     (IRS Employer
Identification No.)

11500 Dayton Parkway

Dayton, MN 55369

(763) 588-0536

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (763) 588-0536

Not applicable

(Former name or former address, if changed since last report.)

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 class	Trading Symbol	Name of each exchange on which registered
Class A Common Stock, par value $0.00001 per share	FPS	The New 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 the 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 23, 2026, Forgent Power LLC (the “Parent Borrower”), a subsidiary of Forgent Power Solutions, Inc. (the “Company”), entered into that certain Amendment No. 1 (“Amendment No. 1”) to its Credit Agreement, dated as of December 19, 2025 (the “Existing Credit Agreement”; as amended by Amendment No. 1, the “Amended Credit Agreement,” and the credit facilities thereunder, the “Senior Credit Facilities”), by and among Forgent Intermediate III LLC, Parent Borrower, the other borrowers party thereto, the subsidiary guarantors party thereto, the lenders and issuing banks from time to time thereto, and Jefferies Finance LLC, (the “Administrative Agent”).

Pursuant to Amendment No. 1, (a) the initial term loans outstanding under the Existing Credit Agreement as of the Amendment No. 1 Effective Date (as defined in Amendment No. 1) were refinanced with Amendment No. 1 Refinancing Term Loans (as defined in Amendment No. 1) in an aggregate principal amount of $600,000,000 at a reduced applicable interest rate margin and (b) the applicable interest rate margin on the existing revolving credit commitments under the Existing Credit Agreement was reduced (the “Revolver Repricing Amendment”). The existing term lenders were offered the option to participate in the refinancing either through a cashless conversion of their existing term loans into a like principal amount of Amendment No. 1 Refinancing Term Loans or, alternatively, to have their existing term loans prepaid from the proceeds of the Amendment No. 1 Refinancing Term Loans funded by new and existing lenders. Following the effectiveness of Amendment No.1, the Senior Credit Facilities will bear interest based on, at the option of the Parent Borrower, (1) a “base rate” (defined as the highest rate of: (a) the Federal Funds Rate plus 0.5%, (b) the one-month Term SOFR, a forward-looking interest rate benchmark derived from the secured overnight financing rate as administered by the Federal Reserve Bank of New York (after giving effect to a 0.00% per annum floor), plus 1% per annum, and (c) the prime rate) plus a margin of 1.25% per annum or (2) Term SOFR, subject to a 0.00% per annum floor for the applicable interest period, plus a margin of 2.25% per annum.

The foregoing description of Amendment No. 1 does not purport to be complete and is qualified in its entirety by the terms and conditions of Amendment No. 1, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d)

Exhibits.

The following exhibits are furnished as part of this Current Report on Form 8-K:



Exhibit No.		Description

10.1		Amendment No. 1 to Credit Agreement, dated as of June 23, 2026, by and among Forgent Intermediate III LLC, a Delaware limited liability company, Forgent Power LLC, a Delaware limited liability company, the other borrowers party thereto, the subsidiary guarantors party thereto, the lenders and issuing banks from time to time party thereto, and Jefferies Finance LLC, as administrative agent.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized.



	Forgent Power Solutions, Inc.

Date: June 26, 2026

	By:	/s/ Tyson K. Hottinger
	Name:	Tyson K. Hottinger
	Title:	Chief Legal Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did Forgent Power Solutions (FPS) change in its credit agreement?

Forgent Power Solutions amended its existing Credit Agreement through a subsidiary. The change refinances its initial term loans and reduces interest margins on both term loans and revolving credit commitments under its Senior Credit Facilities.

How large are the refinanced term loans for Forgent Power Solutions (FPS)?

The company’s subsidiary refinanced initial term loans with Amendment No. 1 Refinancing Term Loans totaling an aggregate principal amount of $600,000,000. This refinancing is part of an amendment to the existing Senior Credit Facilities.

How did the interest rates change for Forgent Power Solutions’ Senior Credit Facilities?

Following the amendment, the Senior Credit Facilities bear interest at either a base rate plus 1.25% per year or Term SOFR plus 2.25% per year. Both options are subject to a 0.00% per annum floor.

What happened to the revolving credit commitments for Forgent Power Solutions (FPS)?

The applicable interest rate margin on the existing revolving credit commitments was reduced as part of the Revolver Repricing Amendment. This change lowers the borrowing cost on the revolving portion of the Senior Credit Facilities.

Who is the administrative agent for Forgent Power Solutions’ amended credit facilities?

Jefferies Finance LLC serves as the Administrative Agent under the Amended Credit Agreement. It acts on behalf of the lenders and issuing banks that participate in the Senior Credit Facilities for Forgent Power’s borrowing structure.

Did existing term lenders at Forgent Power Solutions (FPS) have options in the refinancing?

Existing term lenders could either convert their loans cashlessly into an equal amount of Amendment No. 1 Refinancing Term Loans or have their existing term loans prepaid using proceeds from new and existing lenders under the refinancing.

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

EX-10.1 EX-10.1 3.6 MB