Spire Inc. arranges $400M one-year term loan

Rhea-AI Filing Summary

Spire Inc. (SR) entered into a new $400 million Delayed Draw Term Loan Agreement with a bank syndicate led by Mizuho Bank, Ltd. The facility consists of senior unsecured term loan commitments that Spire can draw in up to four borrowings during an availability period ending on the earliest of full utilization, the fourth borrowing, or December 31, 2026. Proceeds may be used for general corporate purposes.

Borrowings bear interest at Spire’s election at either a base rate or Adjusted Term SOFR plus 0.80% per annum, and the facility matures 364 days after the effective date. The agreement includes customary representations, covenants, and events of default for this type of facility, including a requirement that Spire maintain a consolidated capitalization ratio of not more than 70% at the end of each fiscal quarter. Upon certain events of default, commitments may be terminated and outstanding amounts may be accelerated and become immediately due and payable.

8-K Event Classification

2 items: 1.01, 9.01

2 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 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

Delayed draw term loan commitments: $400 million Applicable margin over Adjusted Term SOFR: 0.80% per annum Maximum consolidated capitalization ratio: 70% +3 more

6 metrics

Delayed draw term loan commitments $400 million Aggregate senior unsecured term loan commitments under the DDTL Agreement

Applicable margin over Adjusted Term SOFR 0.80% per annum Interest rate option of Adjusted Term SOFR plus margin on borrowings

Maximum consolidated capitalization ratio 70% Covenant requirement at the end of each fiscal quarter

Facility maturity 364 days Maturity of the facility after the effective date of the DDTL Agreement

Maximum number of borrowings 4 borrowings Company may request up to four borrowings under the DDTL Agreement

Availability period outside date December 31, 2026 Latest possible date in the availability period, if earlier triggers are not met

Key Terms

Delayed Draw Term Loan Agreement, senior unsecured term loan, Adjusted Term SOFR, consolidated capitalization ratio, +1 more

5 terms

Delayed Draw Term Loan Agreement financial

"entered into a Delayed Draw Term Loan Agreement (the “DDTL Agreement”)"

senior unsecured term loan financial

"provides for an aggregate $400 million of delayed draw senior unsecured term loan"

A senior unsecured term loan is a fixed-schedule loan a company takes from lenders that ranks high in repayment order but is not backed by specific collateral. Think of it as a formal IOU that gets paid before shareholders and some other creditors, yet carries more risk than loans secured by assets; because of that, it usually pays a higher interest rate. Investors watch these loans for signals about a company’s cash flow, credit risk and how safely it can service its debts.

Adjusted Term SOFR financial

"either (a) a base rate or (b) Adjusted Term SOFR plus an applicable margin"

Adjusted term SOFR is a forward‑looking interest benchmark based on short‑term overnight Treasury repo rates, with a small extra amount added to reflect differences from legacy rates. Think of it as a quoted price that has been nudged to make payments comparable to older benchmarks; it matters to investors because it directly influences borrowing costs, bond yields and cash‑flow forecasts, affecting valuations and hedging outcomes.

consolidated capitalization ratio financial

"maintain a consolidated capitalization ratio of not more than 70% at the end"

events of default financial

"contains representations and warranties, affirmative and negative covenants and events of default"

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.

FAQ

What new credit facility did Spire Inc. (SR) enter into on August 31, 2026?

Spire Inc. entered into a $400 million Delayed Draw Term Loan Agreement consisting of senior unsecured term loan commitments with a bank syndicate led by Mizuho Bank, Ltd., allowing up to four borrowings for general corporate purposes during a defined availability period.

How large is Spire Inc.’s new delayed draw term loan facility?

The Delayed Draw Term Loan Agreement provides for an aggregate of $400 million in senior unsecured term loan commitments that Spire Inc. may borrow in up to four separate drawdowns during the availability period.

What are the interest rate options under Spire Inc. (SR)’s new term loan?

Loans under the agreement bear interest, at Spire’s election, at either a base rate or Adjusted Term SOFR plus 0.80% per annum, providing two rate options for borrowings under the facility.

When does Spire Inc.’s delayed draw term loan facility mature?

The facility matures 364 days after the effective date of the Delayed Draw Term Loan Agreement, meaning all amounts borrowed must be repaid, or otherwise addressed, within that 364-day term.

What financial covenant applies to Spire Inc. under this new loan agreement?

Spire Inc. must maintain a consolidated capitalization ratio of not more than 70% at the end of each fiscal quarter, as required by the Delayed Draw Term Loan Agreement.

How many borrowings can Spire Inc. make under the new delayed draw facility?

Spire Inc. may request up to four borrowings under the Delayed Draw Term Loan Agreement during the availability period, which ends on the earliest of full utilization, the fourth borrowing, or December 31, 2026.

For what purposes can Spire Inc. use proceeds from the new $400 million facility?

The company states that proceeds from the $400 million Delayed Draw Term Loan Agreement may be used for general corporate purposes, without specifying particular projects or uses.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/01/2026 - 04:32 PM Accepted by SEC EDGAR 09/01/2026 - 04:31 PM Learn about SEC filing dates

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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): August 31, 2026

Commission File Number		Name of Registrant, Address of Principal Executive Offices and Telephone Number		State of Incorporation		IRS Employer Identification No.
1-16681		Spire Inc. 700 Market Street St. Louis, MO 63101 314-342-0500		Missouri		74-2976504

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 Exchange Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $1.00 par value		SR		New York Stock Exchange LLC
6.375% Junior Subordinated Notes due 2086		SRJN		New York Stock Exchange LLC

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 August 31, 2026, Spire Inc. (“Spire” or the “Company”) entered into a Delayed Draw Term Loan Agreement (the “DDTL Agreement”) with Mizuho Bank, Ltd., as administrative agent, joint lead arranger, and joint bookrunner, U.S. Bank National Association, as syndication agent, joint lead arranger, and joint bookrunner, Regions Bank and The Toronto-Dominion Bank, New York Branch, as co-documentation agents, and Bank of America, N.A. and Commerce Bank, as co-managing agents, and the banks party thereto. The DDTL Agreement provides for an aggregate $400 million of delayed draw senior unsecured term loan commitments. More specifically, during the availability period ending on the earliest of (i) the date the commitments are fully utilized, (ii) the date of the fourth borrowing under the DDTL Agreement, and (iii) December 31, 2026, the Company may request up to four borrowings under the DDTL Agreement. The proceeds of the DDTL Agreement may be used for general corporate purposes. Loans under the DDTL Agreement bear interest, at the Company's election, at either (a) a base rate or (b) Adjusted Term SOFR plus an applicable margin of 0.80% per annum. The facility matures 364 days after the effective date of the DDTL Agreement.

The DDTL Agreement contains representations and warranties, affirmative and negative covenants and events of default that are customary for facilities of this type, including a requirement that the Company maintain a consolidated capitalization ratio of not more than 70% at the end of each fiscal quarter. The DDTL Agreement also contains customary events of default, including defaults relating to payment obligations, covenant compliance, bankruptcy and insolvency events, material judgments, certain cross-defaults to other indebtedness and changes of control. Upon the occurrence and continuation of an event of default, the commitments under the facility may be terminated and amounts outstanding thereunder may be declared immediately due and payable.

The foregoing description of the DDTL Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the DDTL Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(b) Exhibits:

Exhibit No.	Description
10.1	Delayed Draw Term Loan Agreement, dated as of August 31, 2026, with Mizuho Bank, Ltd., as administrative agent, joint lead arranger, and joint bookrunner, U.S. Bank National Association, as syndication agent, joint lead arranger, and joint bookrunner, Regions Bank and The Toronto-Dominion Bank, New York Branch, as co-documentation agents, and Bank of America, N.A. and Commerce Bank, as co-managing agents.
104	Cover Page Interactive Data File (formatted in Inline XBRL and included in the Interactive Data Files submitted under Exhibit 101).

SIGNATURE

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.

			Spire Inc.
Date:	September 1, 2026		By:	/s/ Adam Woodard
				Adam Woodard Executive Vice President and Chief Financial Officer

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

• EX-10.1 EX-10.1 1.1 MB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 53.4 KB