Loar Holdings (NYSE: LOAR) completes LMB acquisition and adds $445M term loan

Rhea-AI Filing Summary

Loar Holdings Inc. entered into a Nineteenth Amendment to its Credit Agreement to make an incremental term loan of $445 million available to subsidiary Loar Group Inc. The loan will help fund the acquisition of LMB, cover related fees and expenses, and support working capital and general corporate purposes.

On December 23, 2025, Loar Group completed the acquisition of LMB, a company founded over 60 years ago that designs and produces tailor-made high-performance fans, blowers, motors and specialized rotating machines, offering more than 2,000 unique products. The aggregate cash consideration paid to the sellers was $367 million plus the assumption of net debt, financed with cash on hand and borrowings under the amended Credit Agreement.

Insights

Corporate finance and M&A analyst

Loar adds LMB via $367M deal funded by new $445M term loan.

Loar Holdings Inc. has closed the purchase of LMB, paying aggregate cash consideration of $367 million plus assumed net debt. LMB, founded over 60 years ago, specializes in tailor-made high-performance fans and motors and offers more than 2,000 unique products, which broadens Loar’s portfolio in specialized rotating machinery.

To support the transaction, Loar entered into a Nineteenth Amendment to its Credit Agreement, making an incremental term loan of $445 million available to Loar Group. The proceeds are allocated to the purchase price, related fees and expenses, and working capital and general corporate purposes, indicating a meaningful increase in funded debt alongside the acquisition.

The acquisition was financed through a mix of cash on hand and borrowings under the amended Credit Agreement, so the overall impact will depend on how efficiently LMB is integrated and how its cash flows compare with the added interest and debt service obligations. Future periodic reports are likely to detail LMB’s contribution to revenue, earnings and leverage metrics following the closing on December 23, 2025.

8-K Event Classification

5 items: 1.01, 2.01, 2.03, 7.01, 9.01

5 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 2.01 Completion of Acquisition or Disposition of Assets Financial

The company completed a significant acquisition or sale of business assets.

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 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

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

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FAQ

What major transaction did Loar Holdings Inc. (LOAR) complete with LMB?

Loar Group Inc., a wholly owned subsidiary of Loar Holdings Inc., completed the acquisition of LMB on December 23, 2025, buying all issued and outstanding equity interests in LMB from the sellers.

How much did Loar Holdings Inc. (LOAR) pay to acquire LMB?

The aggregate cash consideration paid to the LMB sellers was $367 million plus the assumption of net debt, financed with cash on hand and borrowings under Loar’s Credit Agreement.

What is LMB and what products does it provide to the market?

LMB is a global specialty company founded over 60 years ago that focuses on the design and production of tailor-made high-performance fans and motors. It provides the market with 2,000+ unique fans, blowers, motors and specialized rotating machines.

How did Loar Holdings Inc. finance the LMB acquisition?

The acquisition was financed through a combination of cash on hand and borrowings available under the Credit Agreement, including an incremental term loan made available by the Nineteenth Amendment to the Credit Agreement.

What are the key terms of Loar Holdings Inc.’s new term loan related to the LMB deal?

Under the Nineteenth Amendment to the Credit Agreement, Loar made an incremental term loan of $445 million available to Loar Group Inc. The loan is to pay part of the LMB purchase price, cover related fees and expenses, and fund working capital and general corporate purposes.

Which parties are involved in Loar Holdings Inc.’s amended Credit Agreement?

The amended Credit Agreement involves Loar Group Inc., Loar Holdings Inc., certain subsidiary guarantors and lenders, First Eagle Alternative Credit, LLC as administrative and collateral agent, and Citibank, N.A. as revolving administrative agent.

Did Loar Holdings Inc. issue a public communication about the LMB acquisition closing?

Yes. On December 26, 2025, Loar issued a press release announcing the completion of the LMB acquisition, which is furnished as Exhibit 99.1.

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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): December 23, 2025

Loar Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-42030	82-2665180
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
20 New King Street
White Plains, New York				10604
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 914 909-1311

(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(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		LOAR		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 December 23, 2025, Loar Holdings Inc. (the “Registrant,” “we,” “us” or “our”), Loar Group Inc. (“Loar Group”), certain subsidiary guarantors, certain lenders, First Eagle Alternative Credit, LLC, as administrative agent for the lenders and as collateral agent for the secured parties, and Citibank, N.A., as the revolving administrative agent, entered into the Nineteenth Amendment to Credit Agreement (the "Credit Agreement Amendment" and the existing credit agreement as amended thereby, the "Credit Agreement") pursuant to which, among other things, the Registrant amended its existing credit agreement to make available to Loar Group an incremental term loan in an aggregate principal amount equal to $445 million for purposes of (i) paying a portion of the consideration payable by it pursuant to the terms of that certain securities purchase agreement (the "Purchase Agreement") by and among the Registrant, Loar Group and Ace Aèro Partenaires, a société de libre partenariat organized under the laws of France ("AAP Support" and "AAP Plateforme"), AAP Side-Car LMB FUND, a fund represented by its management company, Tikehau Investment Management, a société par actions simplifiée organized under the laws of France, Thomas Bernard, a French citizen, Amundi Private Equity Funds, and certain other persons (collectively, "Sellers"), pursuant to which it agreed to acquire all of the issued and outstanding equity interests of ASC3 LMB Topco, a société par actions simplifiée organized under the laws of France (the "Topco") and ASC3 LMB FinCo, a société par actions simplifiée organized under the laws of France ("FinCo", and, together with Topco and their direct and indirect subsidiaries, "LMB")), (ii) paying fees and expenses incurred in connection with the foregoing, and (iii) otherwise to fund working capital and general corporate purposes. The Credit Agreement contains representations and warranties, covenants and events of default customary for agreements of this type.

The above summary of the Credit Agreement Amendment does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement Amendment, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 2.01 Completion of Acquisition or Disposition of Assets.

As previously disclosed in a Current Report on Form 8-K filed by the Registrant with the U.S. Securities and Exchange Commission on March 7, 2025, Loar Group , a wholly owned subsidiary of the Registrant, entered into the Purchase Agreement with Sellers, pursuant to which it agreed to acquire all of the issued and outstanding equity interests of LMB. Founded over 60 years ago, LMB is a global specialty player in the design and production of tailor-made high-performance fans and motors. Leveraging its many decades of expertise and proprietary designs, LMB provides the market with 2000+ unique fans, blowers, motors and specialized rotating machines.

On December 23, 2025, upon the terms and subject to the conditions set forth in the Purchase Agreement, Loar Group completed its acquisition of LMB from Sellers. The aggregate cash consideration paid to Sellers was $367 million plus the assumption of net debt. The acquisition was financed through cash on hand and borrowing available under the Credit Agreement.

The above description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the form of Purchase Agreement,a copy of which is filed as Exhibit 10.2 to this Current Report on Form 8-K and 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 in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Item 7.01 Regulation FD Disclosure.

On December 26, 2025, the Registrant issued a press release announcing the completion of its acquisition of LMB from Sellers. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference.

The information in this Item 7.01 and in the accompanying Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10.1 Nineteenth Amendment to Credit Agreement, dated as of December 23, 2025, by and among Loar Group Inc., Loar Holdings Inc., the other guarantors party thereto from time to time, the lenders party thereto from time to time, First Eagle Alternative Credit, LLC, as administrative agent for the lenders and as collateral agent for the secured parties, and Citibank, N.A., as the revolving administrative agent.

10.2 Form of Securities Purchase Agreement, by and among Loar Holdings Inc., Loar Group Inc., Ace Aèro Partenaires, AAP Side-Car LMB FUND, Thomas Bernard, Amundi Private Equity Funds and certain other persons (incorporated by reference to Exhibit 10.3 to Amendment No. 1 to the Current Report on Form 8-K/A filed by Loar Holdings Inc. with the Securities and Exchange Commission on February 25, 2025)

99.1 Press Release, dated December 26, 2025.

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 on its behalf by the undersigned hereunto duly authorized.

Date:	December 29, 2025	By:	/s/ Glenn D'Alessandro
			Glenn D'Alessandro, Treasurer and Chief Finanical Officer