Hayward Holdings refinances and extends credit facilities
Hayward Holdings, Inc. has entered into an Amended and Restated First Lien Credit Agreement that refinances and extends its existing term loan and revolving credit facilities without increasing total indebtedness.
Accepted by SEC EDGAR
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Form Type
8-K
Rhea-AI Filing Summary
Hayward Holdings, Inc. has entered into an Amended and Restated First Lien Credit Agreement that refinances and extends its existing term loan and revolving credit facilities without increasing total indebtedness. The new structure provides a $960.0 million seven-year term loan and a $425.0 million five-year revolving credit facility.
The term loans bear interest at either term SOFR plus 2.00% or an alternate base rate plus 1.00%, with required quarterly amortization of 0.25% of initial principal. The revolver, available in multiple currencies, carries variable margins based on total leverage and includes a $100.0 million letter of credit sublimit and a $50.0 million swingline sublimit.
The facilities are guaranteed and secured by substantially all U.S. and Canadian wholly owned subsidiaries and assets, and include customary covenants and financial tests around maximum total leverage and minimum net interest coverage for the revolving facility, as well as standard events of default including change of control.
Insights
Hayward refinances debt, extending maturities without adding leverage.
Hayward Holdings has replaced its prior first-lien facilities with a $960.0 million seven-year term loan and a $425.0 million five-year revolving facility, explicitly stated to refinance existing borrowings without increasing total indebtedness.
Pricing is typical for a leveraged first-lien structure: the term loan is set at term SOFR plus 2.00% or base rate plus 1.00%, while the revolver margins and commitment fees vary with the group’s total leverage ratio. This ties borrowing costs directly to future balance sheet strength.
The agreement adds standard protections for lenders, including guarantees from substantially all U.S. and Canadian subsidiaries, broad collateral coverage, leverage and interest coverage covenants for the revolver, and customary events of default. Actual impact will depend on Hayward’s ability to manage leverage and maintain covenant compliance over the life of these facilities.
8-K Event Classification
3 items: 1.01, 2.03, 9.01
3 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 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, or exhibit attachments filed with this report.
Key Figures
Term Loan Size: $960.0 million
Revolving Facility Size: $425.0 million
Letter of Credit Sublimit: $100.0 million
+5 more
8 metrics
Term Loan Size
$960.0 million
New seven-year term loan facility
Revolving Facility Size
$425.0 million
New five-year multi-currency revolver
Letter of Credit Sublimit
$100.0 million
Within the revolving facility
Swingline Sublimit
$50.0 million
Within the revolving facility
Term Loan SOFR Margin
2.00% per annum
Over term SOFR for term loans
Term Loan Base Rate Margin
1.00% per annum
Over alternate base rate for term loans
Revolver Margin Range (floating)
1.25–2.00% per annum
Over term SOFR/CORRA/SONIA/BBSY/EURIBOR by leverage
Revolver Commitment Fee
0.20–0.30% per annum
Quarterly on unused revolver, by leverage
Key Terms
Amended and Restated First Lien Credit Agreement, Term Loans, Revolving Facility, letter of credit sublimit, +3 more
7 terms
Amended and Restated First Lien Credit Agreement financial
"entered into that certain Amended and Restated First Lien Credit Agreement, dated as of June 23, 2026"
Term Loans financial
"the US Borrower borrowed $960.0 million of new term loans (the “Term Loans”)"
Term loans are long-term bank or lender loans with a set repayment schedule and fixed end date, similar to a mortgage or car loan for a business. They matter to investors because they create predictable interest payments and principal obligations that affect a company’s cash flow, credit risk and capacity to fund growth or return money to shareholders; heavier or expensive term loans can raise default risk and reduce future flexibility.
Revolving Facility financial
"entered into a $425.0 million five-year revolving credit facility ... (the “Revolving Facility”)"
A revolving facility is a bank loan that works like a company credit card: the borrower can draw funds, repay them, and draw again up to a set limit during the agreement period. It matters to investors because it provides short-term cash flexibility for operations, investments, or emergencies, and the cost or availability of that credit can affect a company’s liquidity, interest expenses, and financial stability.
letter of credit sublimit financial
"which Revolving Facility includes a $100.0 million letter of credit sublimit"
swingline sublimit financial
"and a $50.0 million swingline sublimit (with use under such sublimits reducing availability)"
A swingline sublimit is a reserved portion of a larger revolving loan that lets a borrower take very short-term, typically small, advances quickly for immediate cash needs—think of it as an emergency overdraft within a broader credit line. Investors care because the size and availability of the swingline sublimit indicate how easily a company can handle sudden cash shortfalls without tapping longer‑term debt, which affects short‑term liquidity risk and the likelihood of covenant breaches.
total leverage ratio financial
"based on the total leverage ratio of the US Borrower and its restricted subsidiaries"
net interest coverage ratio financial
"covenants to maintain a maximum total leverage ratio and a minimum net interest coverage ratio"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Hayward Holdings (HAYW) change in its credit facilities?
Hayward Holdings entered an Amended and Restated First Lien Credit Agreement that refinances and extends its existing term loan and revolving facilities without increasing total indebtedness, establishing a new $960.0 million term loan and a $425.0 million multi-currency revolving credit facility with updated terms and covenants.
How large are Hayward Holdings’ new term loan and revolver?
The company’s U.S. borrowing subsidiary obtained $960.0 million of new term loans under a seven-year term facility. Together, the borrowers also entered a $425.0 million five-year revolving credit facility, which can be drawn in several currencies including U.S. and Canadian dollars, British pounds, Euros and Australian dollars.
What interest rates apply under Hayward Holdings’ new credit agreement?
The term loans bear interest at either term SOFR plus 2.00% per annum or an alternate base rate plus 1.00%. Revolving borrowings use benchmarks like term SOFR, CORRA, SONIA, BBSY or EURIBOR plus margins of 1.25–2.00%, or base/prime rates plus 0.25–1.00%, depending on total leverage.
What fees and sublimits are included in Hayward Holdings’ revolving facility?
The $425.0 million revolving facility includes a $100.0 million letter of credit sublimit and a $50.0 million swingline sublimit, each reducing overall revolver availability when used. The borrowers also pay a quarterly commitment fee between 0.20% and 0.30% per annum, based on their total leverage ratio.
What collateral and guarantees support Hayward Holdings’ new facilities?
The facilities are guaranteed by substantially all of the borrowers’ wholly owned subsidiaries in the United States and Canada and are secured by substantially all of the assets of the borrowers and those guarantors. These security arrangements are subject to customary exceptions typically found in first-lien leveraged credit agreements.
What financial covenants apply to Hayward Holdings’ new revolving facility?
For the revolving facility, the credit agreement includes covenants requiring a maximum total leverage ratio and a minimum net interest coverage ratio. These tests are designed to limit overall leverage and ensure adequate earnings relative to interest expense, providing additional protection for revolving lenders over the life of the agreement.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(704 ) 837-8002
(Registrant’s telephone number, including area code)
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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).
☐ 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. | ||||
Amended and Restated First Lien Credit Agreement
On June 23, 2026, Hayward Industries, Inc. (the “US Borrower”), a New Jersey corporation and a wholly owned subsidiary of Hayward Holdings, Inc., a Delaware corporation (the “Company”), Hayward Pool Products Canada, Inc. / Produits de Piscines Hayward Canada, Inc., a Canadian federal corporation and a wholly owned subsidiary of the Company (the “Canadian Borrower” and, together with the US Borrower, the “Borrowers”), and Hayward Intermediate, Inc., a Delaware corporation and a wholly owned subsidiary of the Company, entered into that certain Amended and Restated First Lien Credit Agreement, dated as of June 23, 2026 (the “Credit Agreement”), with Bank of America, N.A., as administrative agent and collateral agent, and the lenders from time to time party thereto, which Credit Agreement refinances in full and extends the maturities of the Borrowers' existing term loan and revolving credit facilities, without increasing total indebtedness.
Pursuant to the Credit Agreement, (i) the US Borrower borrowed $960.0 million of new term loans (the “Term Loans”) in U.S. dollars under a seven-year term loan facility (the “Term Facility”) and (ii) the Borrowers entered into a $425.0 million five-year revolving credit facility available in U.S. dollars, Canadian dollars, British pounds sterling, Euros, Australian dollars and other approved currencies (the “Revolving Facility” and, together with the Term Facility, the “Facilities”), which Revolving Facility includes a $100.0 million letter of credit sublimit and a $50.0 million swingline sublimit (with use under such sublimits reducing availability under the Revolving Facility).
The Term Loans bear interest, at the US Borrower’s option, at either (i) term SOFR plus a margin of 2.00% per annum or (ii) the alternate base rate plus a margin of 1.00% per annum. The required quarterly payment of the Term Loans is 0.25% of the initial outstanding principal thereof. The US Borrower may voluntarily prepay the Term Loans in whole or in part, at any time, subject to a 1.00% prepayment premium in connection with certain repricing transactions and amendments occurring within the first six months after the closing date of the Term Facility. In addition, the Credit Agreement requires mandatory principal payments of the Term Loans to be made based on certain events, including annual excess cash flow, non-ordinary course sales of assets and the incurrence of debt not otherwise permitted under the Credit Agreement, each subject to certain exceptions and thresholds as set forth in the Credit Agreement.
Borrowings under the Revolving Facility bear interest, at the Borrowers’ option, at either (i) term SOFR, term CORRA, SONIA, BBSY or EURIBOR (depending on the currency of the borrowing) plus a margin in a range of 1.25-2.00% per annum (based on the total leverage ratio of the US Borrower and its restricted subsidiaries from time to time) or (ii) the alternate base rate, the Canadian prime rate or the Canadian base rate (depending on the currency of the borrowing) plus a margin in a range of 0.25-1.00% per annum (based on the total leverage ratio of the US Borrower and its restricted subsidiaries from time to time). The Borrowers also pay a commitment fee with respect to the Revolving Facility on a quarterly basis at a rate in a range of 0.20-0.30% per annum (based on the total leverage ratio of the US Borrower and its restricted subsidiaries from time to time).
The Facilities are guaranteed by substantially all of the Borrowers’ United States and Canadian wholly owned subsidiaries and collateralized by substantially all of the assets of the Borrowers and such guarantors, in each case, subject to customary exceptions.
The Credit Agreement contains customary affirmative and negative covenants, including restrictions on indebtedness, liens, dividends, distributions, acquisitions, investments, sale or transfer of assets and transactions with affiliates. The Credit Agreement also contains, for the benefit of the Revolving Facility only, covenants to maintain a maximum total leverage ratio and a minimum net interest coverage ratio. The Credit Agreement further contains customary events of default, including a change of control.
The foregoing summary of the Credit Agreement is subject to, and qualified in its entirety by, the full text of the Credit Agreement, which is attached hereto as Exhibit 10.1 and 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 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. | ||||
(d) Exhibits.
| Exhibit No. | Description | |||||||||||||||||||||||||
| 10.1* | Amended and Restated First Lien Credit Agreement, dated as of June 23, 2026, by and among Hayward Industries, Inc. and Hayward Pool Products Canada, Inc. / Produits de Piscines Hayward Canada, Inc., as the borrowers, Hayward Intermediate, Inc., the lenders from time to time party thereto and Bank of America, N.A., as administrative agent and collateral agent. | |||||||||||||||||||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101). | |||||||||||||||||||||||||
* Pursuant to Item 601(a)(5) of Regulation S-K promulgated by the Securities and Exchange Commission, certain exhibits and schedules to this agreement have been omitted. We hereby agree to furnish supplementally to the Securities and Exchange Commission, upon its request, any or all of such omitted exhibits or schedules.
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.
| HAYWARD HOLDINGS, INC. | ||||||||||||||||||||||||||
| Date: June 23, 2026 | By: | /s/ Eifion Jones | ||||||||||||||||||||||||
| Eifion Jones | ||||||||||||||||||||||||||
| Senior Vice President and Chief Financial Officer | ||||||||||||||||||||||||||