McKesson adds $2.25B Term B loan due 2032
McKesson Corporation reports that certain subsidiaries, including McKesson Medical-Surgical Top Holdings, entered into an amendment to their credit agreement to provide a new $2,250.0 million senior secured Term B loan facility due 2032.
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Form Type
8-K
Rhea-AI Filing Summary
McKesson Corporation reports that certain subsidiaries, including McKesson Medical-Surgical Top Holdings, entered into an amendment to their credit agreement to provide a new $2,250.0 million senior secured Term B loan facility due 2032.
The Term B Loan Facility bears interest at the borrower’s option at either the Adjusted Term SOFR Rate plus 2.25% per year or the Base Rate plus 1.25% per year, with an initial selection of the SOFR-based option. The facility is secured by substantially all tangible and intangible assets of the borrower and certain material U.S. subsidiaries, which act as guarantors.
The credit agreement includes financial covenants, including a maximum total net leverage ratio and a minimum interest coverage ratio, both with customary cure rights. Other terms of the underlying credit agreement remain substantially the same except for changes made by this amendment.
Insights
McKesson adds a large secured Term B loan with leverage and coverage covenants.
McKesson has arranged a $2,250.0 million senior secured Term B Loan Facility due 2032, amending an existing credit agreement. The loan offers a choice between an Adjusted Term SOFR-based rate plus 2.25% or a Base Rate plus 1.25%, with the SOFR option initially chosen.
The debt is secured by substantially all assets of the borrower and certain U.S. subsidiaries, increasing lenders’ protection but also encumbering collateral. Financial covenants based on total net leverage and interest coverage introduce ongoing performance requirements, though the agreement includes customary cure rights that can provide flexibility during temporary pressures.
Because the amendment keeps other terms substantially the same, the main changes are the new Term B capacity, interest margin structure, collateral package and covenant framework. The overall impact depends on how McKesson uses the proceeds and manages leverage and coverage levels in future reporting periods.
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 B Loan Facility size: $2,250.0 million
SOFR margin: 2.25% per annum
Base Rate margin: 1.25% per annum
+1 more
4 metrics
Term B Loan Facility size
$2,250.0 million
Senior secured term B facility under amended credit agreement
SOFR margin
2.25% per annum
Spread over Adjusted Term SOFR Rate for Term B Loan Facility
Base Rate margin
1.25% per annum
Spread over Base Rate alternative for Term B Loan Facility
Maturity year
2032
Final maturity of the senior secured Term B Loan Facility
Key Terms
Term B Loan Facility, Adjusted Term SOFR Rate, Base Rate, total net leverage ratio, +1 more
5 terms
Term B Loan Facility financial
"to provide for a $2,250.0 million senior secured term “B” loan facility due 2032"
Adjusted Term SOFR Rate financial
"at a rate equal to either (i) the Adjusted Term SOFR Rate (as defined in the Credit Agreement), plus an applicable margin"
Base Rate financial
"or (ii) the Base Rate (as defined in the Credit Agreement), plus an applicable margin equal to 1.25% per annum"
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.
total net leverage ratio financial
"consisting of (i) a maximum the total net leverage ratio covenant and (ii) a minimum interest coverage ratio covenant"
Total net leverage ratio measures how much a company owes after using its cash, compared with the cash it generates in a year; it is usually calculated by subtracting cash from total debt and dividing that net debt by annual operating cash flow or earnings. Investors use it like a debt-to-income check for a household — a higher number means the company may struggle to cover obligations and is riskier, while a lower number suggests more cushion and financial flexibility.
interest coverage ratio financial
"a maximum the total net leverage ratio covenant and (ii) a minimum interest coverage ratio covenant"
A measure of how easily a company can pay the interest on its debt, calculated by comparing the earnings it generates from operations to the interest it owes. It matters to investors because a higher ratio means the company can comfortably meet interest payments — like having several paychecks set aside to cover your rent — while a low ratio signals greater risk of missed payments or financial strain.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What new financing did McKesson (MCK) arrange in this 8-K?
McKesson’s subsidiaries entered an amendment creating a new $2,250.0 million senior secured Term B Loan Facility due 2032. This facility sits under the existing credit agreement and provides long-dated, secured term loan financing.
What interest rates apply to McKesson’s new $2.25 billion Term B loan?
The Term B loan bears interest, at the borrower’s option, at the Adjusted Term SOFR Rate plus 2.25% per year or at the Base Rate plus 1.25% per year. McKesson initially chose the SOFR-based option.
When does McKesson’s new Term B Loan Facility mature?
The new McKesson Term B Loan Facility is a senior secured term loan due 2032. This long-dated maturity helps lock in funding over several years under the amended credit agreement’s terms and covenants.
What collateral secures McKesson’s amended credit agreement obligations?
All obligations under the credit agreement are secured by a security interest in substantially all tangible and intangible assets of the borrower and certain material U.S. subsidiaries, subject to specified exceptions and Excluded Assets definitions.
What financial covenants apply to McKesson’s new Term B loan facility?
The credit agreement imposes a maximum total net leverage ratio and a minimum interest coverage ratio, both with customary cure rights. These covenants are designed to maintain balance between McKesson’s debt levels and its earnings and interest obligations.
Who acts as administrative and collateral agent for McKesson’s amended facility?
Under the amended credit agreement, JPMorgan Chase Bank, N.A. serves as both administrative agent and collateral agent. It coordinates between the borrower and the lenders and oversees the security interests granted under the facility.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Accepted by SEC EDGAR
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 9, 2026
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices, and Zip Code)
(972 ) 446-4800
Registrant’s Telephone Number, Including Area Code
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 (see General Instruction A.2. below):
| Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communication 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 | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 9, 2026, certain of McKesson Corporation’s (the “Company”) subsidiaries, including McKesson Medical-Surgical Top Holdings, Inc. (the “Borrower”), entered into an amendment (the “Amendment”) to the Credit Agreement , dated as of April 1, 2026, among, the Borrower, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (as so amended, the “Credit Agreement”), to provide for a $2,250.0 million senior secured term “B” loan facility due 2032 (the “Term B Loan Facility”). All other terms of the Credit Agreement will remain substantially the same except as amended by the Amendment.
Borrowings under the Term B Loan Facility will bear interest, at the Borrower’s option, at a rate equal to either (i) the Adjusted Term SOFR Rate (as defined in the Credit Agreement), plus an applicable margin equal to 2.25% per annum or (ii) the Base Rate (as defined in the Credit Agreement), plus an applicable margin equal to 1.25% per annum. The Borrower selected an initial interest rate equal to the Adjusted Term SOFR Rate plus the applicable margin of 2.25% per annum.
All of the Borrower’s obligations under the Credit Agreement are secured, subject to certain exceptions and Excluded Assets (as defined in the Credit Agreement), by a security interest in substantially all tangible and intangible assets of the Borrower and each of the Borrower’s certain material U.S. subsidiaries (such entities, collectively, “Guarantors”).
Under the Credit Agreement, the Borrower will be subject to financial covenants (subject to customary cure rights) consisting of (i) a maximum the total net leverage ratio covenant and (ii) a minimum interest coverage ratio covenant.
In the ordinary course of their respective businesses, certain of the participants in the Credit Agreement and their respective affiliates have engaged, and may in the future engage, in commercial banking, derivatives, financial advisory, investment banking and other commercial transactions and services with the Company, Borrower and its affiliates for which they have received or will receive customary fees and commissions.
The foregoing description of the Term B Loan Facility does not purport to be complete and is qualified in its entirety by reference to the executed Amendment, filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 above is hereby incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 10.1 | Amendment No. 1 to the Credit Agreement, dated as of June 9, 2026, among McKesson Medical-Surgical Top Holdings Inc., a Florida corporation, the Subsidiary Guarantors party hereto, JPMorgan Chase Bank, N.A., as administrative agent and the undersigned Amendment No. 1 Term B Lenders. | |||||||
| 104 | Cover Page Interactive Data File - the cover page iXBRL tags are 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: June 12, 2026
| McKesson Corporation | ||||||||
| By: | /s/ Kenny K. Cheung | |||||||
| Kenny K. Cheung | ||||||||
| Executive Vice President and | ||||||||
| Chief Financial Officer | ||||||||