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Lamb Weston (NYSE: LW) refinances China debt with RMB 700M loan

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

Rhea-AI Filing Summary

Lamb Weston Holdings, Inc., through its wholly owned PRC subsidiary Ulanqab Lamb Weston Food Co., Ltd., entered into a new Facility Agreement providing an RMB 700,000,000 term loan facility (approximately USD 102,940,000 as of May 19, 2026). The term loan will be used to refinance existing indebtedness under a 2022 facility and matures on May 22, 2031. Borrowings bear interest at the five-year prime rate published by the PRC National Interbank Funding Center plus 0.30%, with amortization beginning six months after initial borrowing and continuing in bi-annual installments until maturity. The loan is unconditionally guaranteed by Lamb Weston and includes customary PRC credit facility covenants and events of default. The prior 2022 facility was repaid and terminated on May 22, 2026 in connection with the new borrowing.

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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.
Term Loan Facility Size RMB 700,000,000 New Facility Agreement for LW Ulanqab
USD Equivalent of Loan USD 102,940,000 Approximate equivalent as of May 19, 2026
Loan Maturity Date May 22, 2031 Final due date for remaining principal
Interest Margin Prime (5-year) + 0.30% Over PRC National Interbank Funding Center five-year prime rate
Amortization Start 6 months after initial borrowing Beginning of scheduled repayments
Prior Facility Termination Date May 22, 2026 2022 Facility repaid and terminated
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
term loan facility financial
"providing for an RMB 700,000,000 ... term loan facility (the “Term Loan 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.
covenants financial
"The Term Loan Facility contains covenants that are standard for credit facilities originated in the PRC,"
Covenants are rules written into loan or bond contracts that require a company to do or avoid certain things—like keeping debt below a set level or not selling key assets. They matter to investors because they protect lenders and influence a company’s flexibility: tight covenants can limit growth plans but lower default risk, while loose covenants give freedom but increase credit risk, similar to how household rules affect a family’s budget choices.
events of default financial
"and is subject to acceleration upon various events of default, including, among others,"
Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.
facility agent financial
"HSBC Bank (China) Company Limited, Shanghai Branch, as the facility agent (the “Facility Agent”)"
Understanding 8-K Material Events →
0001679273FALSE00016792732026-05-192026-05-19

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): May 19, 2026
_________________________
Lamb Weston Holdings, Inc.
(Exact name of registrant as specified in its charter)
_________________________
Delaware1-3783061-1797411
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
599 S. Rivershore Lane
83616
Eagle, Idaho
(Zip Code)
(Address of principal executive offices)
(208) 938-1047
(Registrant’s telephone number, including area code)
N/A
(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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
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 Symbol(s)Name of each exchange on which registered
Common Stock, $1.00 par valueLWNew 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     o
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.   o


Item 1.01 Entry into a Material Definitive Agreement.
On May 19, 2026, Ulanqab Lamb Weston Food Co., Ltd. (“LW Ulanqab”), a limited liability company incorporated under the laws of the People’s Republic of China (the “PRC”) and a wholly owned subsidiary of Lamb Weston Holdings, Inc. (the “Company”), entered into a Facility Agreement (the “New Facility Agreement”) with the financial institutions party thereto and HSBC Bank (China) Company Limited, Shanghai Branch, as the facility agent (the “Facility Agent”), providing for an RMB 700,000,000 (approximately USD 102,940,000 equivalent as of May 19, 2026 based on prevailing exchange rates on that date) term loan facility (the “Term Loan Facility”). The Term Loan Facility will be used for refinancing existing indebtedness under the 2022 Facility Agreement referred to below and matures on May 22, 2031.
Borrowings under the New Facility Agreement bear interest at the prime rate for five-year loans published by the PRC National Interbank Funding Center plus 0.30%. The Term Loan Facility requires amortization repayments, commencing on the date that is 6 months after the initial borrowing, and in bi-annual installments thereafter, with the remaining principal balance payable on the maturity date (in each case, subject to adjustment for prepayments). LW Ulanqab’s payment obligations under the Term Loan Facility are unconditionally guaranteed by the Company.
The Term Loan Facility contains covenants that are standard for credit facilities originated in the PRC, including, among others, covenants with regards to mergers and consolidations and asset sales, and is subject to acceleration upon various events of default, including, among others, the failure to observe certain stated covenants under the Term Loan Facility, the acceleration of the Company’s obligations under its senior secured credit facility with Bank of America, N.A. and certain bankruptcy related events.
General
A copy of the New Facility Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The description above is a summary of the New Facility Agreement, does not purport to be complete, and is qualified in its entirety by the complete text of the New Facility Agreement.
Certain of the agents and lenders and their affiliates perform various financial advisory, investment banking and commercial banking services from time to time for the Company and its affiliates for which they have received customary fees and compensation for these transactions and may in the future receive customary fees and compensation.
Item 1.02 Termination of a Material Definitive Agreement.
The New Facility Agreement replaces LW Ulanqab’s existing Facility Agreement, dated as of February 18, 2022 (the “2022 Facility Agreement”), among LW Ulanqab, the financial institutions party thereto and HSBC Bank (China) Company Limited, Shanghai Branch, as the facility agent. On May 22, 2026, the 2022 Facility was repaid and terminated in connection with LW Ulanqab’s borrowing under the Term Loan Facility. A summary of the material terms of the 2022 Facility Agreement is included in the Current Report on Form 8-K filed by the Company on February 22, 2022, which summary 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 in Item 1.01 is hereby incorporated by reference into this Item 2.03.
- 2 -

Item 9.01    Financial Statements and Exhibits.
(d) Exhibits
Exhibit NumberDescription
10.1
Facility Agreement, dated as of May 19, 2026, among Ulanqab Lamb Weston Food Co., Ltd., the financial institutions party thereto and HSBC Bank (China) Company Limited, Shanghai Branch, as the facility agent
104Cover Page Interactive Data File (cover page XBRL tags embedded within the Inline XBRL document)
- 3 -

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.
LAMB WESTON HOLDINGS, INC.
By:/s/ Eryk J. Spytek
Name: Eryk J. Spytek
Title: General Counsel and Chief Compliance Officer
Date: May 26, 2026
- 4 -

Source: View Original Filing on SEC EDGAR

FAQ

What new financing did Lamb Weston (LW) arrange in China?

Lamb Weston’s PRC subsidiary entered an RMB 700,000,000 term loan facility. The loan, documented in a new Facility Agreement, provides long-term funding and is unconditionally guaranteed by Lamb Weston Holdings, Inc. as the parent company.

How will Lamb Weston (LW) use the RMB 700,000,000 term loan?

The term loan will be used to refinance existing indebtedness under a 2022 facility agreement. That earlier facility was fully repaid and terminated on May 22, 2026 in connection with the new borrowing.

What are the key terms of Lamb Weston’s new China term loan?

The loan totals RMB 700,000,000, matures on May 22, 2031, and bears interest at the five-year prime rate published by the PRC National Interbank Funding Center plus 0.30%, with scheduled amortization repayments.

When do repayments start under Lamb Weston’s new RMB term loan?

Amortization repayments start six months after the initial borrowing date. Payments then continue in bi-annual installments, with any remaining principal due on the May 22, 2031 maturity date, subject to any prepayments.

Who are the lenders on Lamb Weston’s new China facility?

The facility involves various financial institutions as lenders and HSBC Bank (China) Company Limited, Shanghai Branch, as facility agent. These parties and their affiliates have previously provided financial and banking services to Lamb Weston and its affiliates.

What happened to Lamb Weston’s 2022 facility agreement?

The 2022 Facility Agreement for LW Ulanqab was repaid and terminated on May 22, 2026. This occurred in connection with the subsidiary’s borrowing under the new RMB 700,000,000 term loan facility replacing that prior arrangement.

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