Parker-Hannifin (PH) closes $9.25B Filtration Group deal with $7.75B loans
Rhea-AI Filing Summary
Parker-Hannifin Corporation completed the acquisition of Filtration Group Corporation on August 13, 2026 under a previously signed Merger Agreement. Parker agreed to acquire Filtration Group on a cash-free, debt-free basis for a cash purchase price of $9.25 billion, subject to a net working capital adjustment.
To fund a portion of the purchase price and related fees and expenses, Parker borrowed $5.25 billion under a 364-Day Credit Facility and $2.50 billion under a Three-Year Credit Facility. These borrowings were drawn under previously arranged delayed draw term loan agreements with a syndicate of lenders.
Positive
- Completion of a major strategic acquisition of Filtration Group for $9.25 billion on a cash-free, debt-free basis, potentially expanding Parker-Hannifin’s capabilities and market reach.
- Acquisition financing was secured in advance via committed term loan facilities totaling $7.75 billion, providing execution certainty for the transaction.
Negative
- Parker-Hannifin incurred significant additional debt, drawing $5.25 billion under a 364-day facility and $2.50 billion under a three-year facility to fund the acquisition and related costs.
Insights
Analyzing...
8-K Event Classification
3 items: 2.01, 2.03, 9.01
3 items
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 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Acquisition purchase price: $9.25 billion
364-Day Credit Facility: $5.25 billion
Three-Year Credit Facility: $2.50 billion
+2 more
5 metrics
Acquisition purchase price
$9.25 billion
Cash purchase price for Filtration Group on a cash-free, debt-free basis, subject to net working capital adjustment
364-Day Credit Facility
$5.25 billion
Aggregate principal amount of 364-Day delayed draw term loan facility
Three-Year Credit Facility
$2.50 billion
Aggregate principal amount of Three-Year delayed draw term loan facility
Borrowed under 364-Day Facility
$5.25 billion
Amount drawn on August 13, 2026 to fund a portion of the purchase price and related costs
Borrowed under Three-Year Facility
$2.50 billion
Amount drawn on August 13, 2026 to fund a portion of the purchase price and related costs
Key Terms
cash-free, debt-free basis, net working capital adjustment, delayed draw term loan facility, 364-Day Credit Facility, +1 more
5 terms
cash-free, debt-free basis financial
"Parker agreed to acquire Filtration Group via a merger transaction on a cash-free, debt-free basis"
A cash-free, debt-free basis is a way of pricing a business where the sale excludes the company’s cash balances and outstanding debt, so the buyer pays only for the operating assets and liabilities that run the business. Think of it like buying a shop’s shelves and stock but not its cash in the register or its loans; this clarity matters to investors because it shows the true purchase price, makes deal comparisons fair, and clarifies what financing or adjustments are needed after the sale.
net working capital adjustment financial
"for a cash purchase price of $9.25 billion, subject to a net working capital adjustment"
A net working capital adjustment is a common deal mechanism that compares a company's short-term assets (like cash, inventory and receivables) with its short-term liabilities (like unpaid bills) and adjusts the purchase price so the buyer gets the expected day-to-day operating position. Think of it like settling a household's pending grocery bills and pantry contents when you buy the house — it ensures the buyer doesn’t overpay or underpay for the business’s immediate cash needs. For investors, it matters because it changes the effective price paid and signals how much cash a business needs to run, affecting future cash flow and return assumptions.
delayed draw term loan facility financial
"provides for a delayed draw term loan facility in the aggregate principal amount of $5.25 billion"
A delayed draw term loan facility is a committed loan that a borrower can tap in one or more installments at specified future times after meeting agreed conditions, rather than receiving the full amount upfront. For investors it matters because it provides a ready source of cash that can change a company’s financial strength, leverage and interest costs when drawn—similar to having a reserved credit line you can use later, which affects liquidity and the risk profile of the business.
364-Day Credit Facility financial
"Parker borrowed $5.25 billion under the 364-Day Credit Facility"
A 364-day credit facility is a short-term loan or line of credit that must be repaid or refinanced within 364 days, often used to cover working capital or bridge to longer-term financing. Investors watch it because it affects a company’s near-term cash needs and borrowing risk—if the company can’t renew the facility it may face urgent refinancing or higher interest costs, similar to needing to renew a one-year lease to avoid finding new housing at the last minute.
Three-Year Credit Facility financial
"Parker borrowed $2.50 billion under the Three-Year Credit Facility"
FAQ
What transaction did Parker-Hannifin (PH) complete on August 13, 2026?
Parker-Hannifin completed the acquisition of Filtration Group Corporation via a merger on August 13, 2026. The deal was based on a cash purchase price of $9.25 billion on a cash-free, debt-free basis, subject to a net working capital adjustment.
How much did Parker-Hannifin (PH) pay to acquire Filtration Group?
Parker-Hannifin agreed to pay a cash purchase price of $9.25 billion to acquire Filtration Group. The transaction is structured on a cash-free, debt-free basis and includes a net working capital adjustment to true up the final consideration.
How did Parker-Hannifin (PH) finance the Filtration Group acquisition?
To help finance the acquisition, Parker-Hannifin borrowed $5.25 billion under a 364-Day Credit Facility and $2.50 billion under a Three-Year Credit Facility. These borrowings funded a portion of the purchase price and related fees and expenses.
What are the key features of Parker-Hannifin’s (PH) new credit facilities?
Parker-Hannifin has a $5.25 billion 364-Day Credit Facility and a $2.50 billion Three-Year Credit Facility. Both are delayed draw term loan facilities arranged with syndicates of lenders and were fully drawn in connection with closing the merger.
Who were the counterparties in Parker-Hannifin’s (PH) merger for Filtration Group?
The merger involved Parker-Hannifin, its wholly owned subsidiary Prosper Merger Sub Corp., Filtration Group Corporation, and Filtration Group Equity LLC acting as representative for Filtration Group’s securityholders, under an Agreement and Plan of Merger dated November 10, 2025.
What is meant by a cash-free, debt-free basis in Parker-Hannifin’s (PH) deal?
In this transaction, cash-free, debt-free means the $9.25 billion purchase price assumes Filtration Group is delivered without cash or debt on its balance sheet. Final consideration is further adjusted by a net working capital calculation at closing.
AI-generated analysis. How Rhea-AI works. Not financial advice.
