Sterling Infrastructure (STRL) extends credit facility to 2031 and lifts capacity
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Sterling Infrastructure, Inc. entered into a Second Amended and Restated Credit Agreement that extends its main credit facility to $1.5 billion of revolving capacity maturing in July 2031. This represents an increase in borrowing capacity of $1.05 billion compared to the prior facilities, giving the company significantly more committed liquidity for refinancing debt, capital spending, acquisitions and general corporate purposes.
The amended agreement also raises the base size of the incremental facility to $500 million and allows additional borrowing tied to EBITDA and leverage tests, while eliminating the 10-basis-point SOFR adjustment and lowering pricing margins based on the company’s Total Net Leverage Ratio. Key financial covenants require leverage not above 3.50x, with limited “covenant holiday” flexibility up to 4.00x around large acquisitions, and an Interest Coverage Ratio of at least 3.00x. As of July 2, 2026, Sterling had $90 million outstanding under the new revolving loans.
Positive
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Negative
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Insights
Sterling locks in larger, cheaper, longer-dated bank financing with looser terms.
Sterling Infrastructure has replaced its prior term loan and revolver with a single revolving facility of up to $1.5 billion maturing in 2031. This consolidates funding, boosts committed liquidity by $1.05 billion, and removes near‑term refinancing pressure.
Pricing improves through elimination of the 10 bps SOFR add‑on and reduced margins that scale with the Total Net Leverage Ratio. Covenant headroom appears ample: leverage is capped at 3.50x, with temporary 4.00x flexibility around acquisitions over $250 million, and minimum Interest Coverage of 3.00x.
As of closing, only $90 million was drawn, indicating substantial undrawn capacity. The larger incremental facility base of $500 million and broader debt, lien, investment and restricted‑payment baskets give the company room to fund organic growth and M&A. Actual leverage and usage will be visible in future filings.
8-K Event Classification
4 items: 1.01, 2.03, 7.01, 9.01
4 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 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.
Key Figures
Revolving credit facility size: $1.5 billion
Increase in borrowing capacity: $1.05 billion
Incremental facility base amount: $500 million
+5 more
8 metrics
Revolving credit facility size
$1.5 billion
Initial revolving borrowing capacity under amended credit agreement
Increase in borrowing capacity
$1.05 billion
Incremental capacity versus existing credit facilities
Incremental facility base amount
$500 million
Base size for additional term loans or revolver increases
Max Total Net Leverage Ratio
3.50 to 1.00
Quarter-end leverage covenant under amended agreement
Leverage during covenant holiday
4.00 to 1.00
Temporary maximum leverage allowed for four quarters around large acquisitions
Minimum Interest Coverage Ratio
3.00 to 1.00
Ongoing interest coverage covenant
Revolver balance at close
$90 million
Amount outstanding under Revolving Loans as of July 2, 2026
Facility maturity
July 2, 2031
Stated maturity date of the amended credit agreement
Key Terms
Revolving Loans, Incremental Facility, Total Net Leverage Ratio, Interest Coverage Ratio, +2 more
6 terms
Revolving Loans financial
"will initially provide for revolving borrowings up to an aggregate principal amount of $1.5 billion ... (the “Revolving Loans”)"
A revolving loan is a credit line that lets a borrower draw, repay and draw again up to a set limit for a specified period, much like a business credit card. It matters to investors because it provides short-term cash flexibility and affects a company’s financial health — higher reliance on revolving loans can raise borrowing costs, increase repayment risk if cash dries up, and signal how easily the company can fund operations without issuing new stock.
Incremental Facility financial
"option to establish an incremental facility (the “Incremental Facility” and, together with the Revolving Loans, the “Credit Facilities”)"
An incremental facility is an added amount of borrowing capacity tacked onto an existing loan or credit line, like opening an extra lane on a highway to handle more traffic without rebuilding the road. It matters to investors because it boosts a company’s short-term cash flexibility and can change its borrowing costs and risk profile—affecting liquidity, interest expense and the likelihood of future equity or debt financing.
Total Net Leverage Ratio financial
"Total Net Leverage Ratio (as defined in the Amended Credit Agreement), after giving pro forma effect to the incurrence"
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
"maintain an Interest Coverage Ratio (as defined in the Amended Credit Agreement) of not less than 3.00 to 1.00"
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.
covenant holiday financial
"may elect a “covenant holiday” to increase the Total Leverage Ratio to be not greater than 4.00 to 1.00"
pari passu secured indebtedness financial
"incur indebtedness in the form of pari passu secured indebtedness in an aggregate amount"
FAQ
What did Sterling Infrastructure (STRL) change in its credit facility?
Sterling Infrastructure replaced its prior term loan and revolver with a single amended facility providing up to $1.5 billion of revolving borrowings maturing in July 2031. This expands committed liquidity and consolidates the company’s main bank financing under updated terms.
How much did Sterling Infrastructure’s borrowing capacity increase under the new agreement?
Borrowing capacity increased by $1.05 billion compared with the existing credit facilities. The amended agreement now supports up to $1.5 billion of revolving loans, creating substantial additional headroom for refinancing, capital expenditures, acquisitions and other general corporate purposes as disclosed.
What are the key financial covenants in Sterling Infrastructure’s amended credit agreement?
Key covenants require a Total Net Leverage Ratio not greater than 3.50 to 1.00 and an Interest Coverage Ratio of at least 3.00 to 1.00. The company may elect a temporary “covenant holiday” up to 4.00 to 1.00 leverage for four quarters around large permitted acquisitions.
How much is currently drawn on Sterling Infrastructure’s new $1.5 billion facility?
As of July 2, 2026, Sterling Infrastructure had $90 million outstanding under the revolving loans. This indicates most of the $1.5 billion capacity remains undrawn, leaving significant available liquidity for future refinancing, investment, or acquisition activity if needed.
How did the amended credit facility affect Sterling Infrastructure’s interest costs?
Loans under the amended facilities no longer include the 10‑basis‑point SOFR credit spread adjustment and carry reduced pricing margins tied to the Total Net Leverage Ratio. This structure can lower interest expense versus the prior agreement when leverage metrics are maintained within covenant levels.
What additional flexibility does Sterling Infrastructure gain from the incremental facility feature?
The amended agreement increases the base amount of the incremental facility to $500 million and permits more capacity tied to EBITDA and leverage. These incremental tranches can be used for term loans, revolver upsizing or pari passu secured debt, supporting larger projects or acquisitions within covenant limits.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION | ||||||||||||||
Washington, D.C. 20549 | ||||||||||||||
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CURRENT REPORT | ||||||||||||||
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 | ||||||||||||||
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| Securities registered pursuant to Section 12(b) of the Act: | ||||||||
| (Title of Class) | (Trading Symbol) | (Name of each exchange on which registered) | ||||||
| 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)) | |||||||||||
| 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 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 July 2, 2026, Sterling Infrastructure, Inc. (the “Company”), as borrower, and certain of its subsidiaries, as guarantors (the “Subsidiary Guarantors”), entered into a Second Amended and Restated Credit Agreement, dated as of July 2, 2026 (the “Amended Credit Agreement”), with the financial institutions party thereto as lenders (the “Lenders”) and BMO Bank N.A., as administrative agent for the Lenders (the “Agent”), which amends and restates that certain Amended and Restated Credit Agreement, dated as of June 5, 2025 (the “Credit Agreement”), and will mature on July 2, 2031. The Amended Credit Agreement increases borrowing capacity by $1.05 billion and will initially provide for revolving borrowings up to an aggregate principal amount of $1.5 billion (with a $600 million sublimit for the issuance of letters of credit and a $50 million sublimit for swing line loans) (the “Revolving Loans”), which will be used for, among other things, refinancing and prepaying existing indebtedness, capital expenditures, permitted acquisitions and other general corporate purposes. The Amended Credit Agreement provides flexibility with an option to establish an incremental facility (the “Incremental Facility” and, together with the Revolving Loans, the “Credit Facilities”), which may be used to (a) provide one or more tranches of term loans, (b) increase the Revolving Loans or (c) incur indebtedness in the form of pari passu secured indebtedness in an aggregate amount for (a)-(c) not to exceed the greater of (1) $500 million and (2) 100% of the Company’s EBITDA (as such term is defined in the Amended Credit Agreement) on a pro forma basis as of the four fiscal quarter period then ended for which financial statements have been delivered, plus (3) an unlimited amount so long as the Company’s Total Net Leverage Ratio (as defined in the Amended Credit Agreement), after giving pro forma effect to the incurrence or issuance of such Incremental Facility and the application of proceeds therefrom and any other transaction in connection therewith, does not exceed 2:00 to 1:00 as of the date of the four fiscal quarter period then ended for which financial statements are available. Loans under the Credit Facilities have enhanced pricing with the elimination of the SOFR 10 basis point credit spread adjustment and bear interest at either a base rate or SOFR plus an applicable margin based on the Total Net Leverage Ratio. Revolving Loans may be repaid and reborrowed under the terms of the Amended Credit Agreement. The Amended Credit Agreement contains customary representations, affirmative and negative covenants and events of default, including financial covenants stating that as of the last day of each fiscal quarter, the Company shall (i) not permit the Total Net Leverage Ratio to be greater than 3.50 to 1.00; provided that as long as there is no event of default at such time or would result therefrom, not more than twice during the term of the Credit Facilities, the Company may elect a “covenant holiday” to increase the Total Leverage Ratio to be not greater than 4.00 to 1.00 for a period of four consecutive fiscal quarters in connection with a permitted acquisition in excess of $250 million occurring during the first quarter of such period; provided further that there must be a two-quarter break between covenant holidays and (ii) maintain an Interest Coverage Ratio (as defined in the Amended Credit Agreement) of not less than 3.00 to 1.00. The Amended Credit Agreement provides additional flexibility to the Company with increased debt, lien, investment and restricted payment baskets, reduced requirements for permitted acquisitions and mandatory prepayments and increased threshold amounts for certain covenants and events of default. Otherwise, substantially all of the other terms of the Credit Facilities remain similar to those in the Credit Agreement and all obligations of the Company under the Credit Facilities continue to be guaranteed by the Subsidiary Guarantors. The obligations under the Credit Facilities remain secured by substantially all assets of the Company and the Subsidiary Guarantors, subject to certain liens and interests of other parties permitted by the Amended Credit Agreement. The Company is obligated to pay certain customary fees to the lenders and Agent under the Amended Credit Agreement. In the ordinary course of business, the Company and its affiliates have engaged, and may in the future engage, certain parties to the Amended Credit Agreement or their affiliates to provide commercial banking, investment banking and other services for which the Company or its affiliates have paid or will pay customary fees or commissions. As of July 2, 2026, the Company had $90 million outstanding under the Revolving Loans. The foregoing description of the Amended Credit Agreement does not purport to be complete and is qualified in its entirety by reference to such document, which is filed as Exhibit 10.1 hereto and 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 under Item 1.01 to this Current Report on Form 8-K (this “Report”) regarding the Amended Credit Agreement is incorporated herein by reference. | |||||
| Item 7.01 | Regulation FD Disclosure. | ||||
On July 8, 2026, the Company issued a press release announcing the Amended Credit Agreement. A copy of the press release is being furnished with this Report as Exhibit 99.1 and is incorporated herein by reference. The information provided in this Item 7.01 shall not be deemed to be “filed” for the 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, unless the registrant specifically states that the information is to be considered “filed” under the Exchange Act, nor shall it be incorporated by reference in any filing made by the Company pursuant to the Exchange Act or the Securities Act of 1933, as amended, other than to the extent that such filing incorporates by reference any or all of such information by express reference thereto. | |||||
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description | |||||||
| 10.1 | Second Amended and Restated Credit Agreement, dated July 2, 2026, by and among Sterling Infrastructure, Inc., the subsidiaries of the Company party thereto as Guarantors, the Lenders party thereto and BMO Bank, N.A. as Administrative Agent | |||||||
| 99.1 | Press release, dated July 8, 2026 | |||||||
| 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. | ||
| STERLING INFRASTRUCTURE, INC. | |||||||||||
| Date: | July 8, 2026 | By: | /s/ Nicholas Grindstaff | ||||||||
| Nicholas Grindstaff | |||||||||||
| Chief Financial Officer | |||||||||||
NEWS RELEASE
For Immediate Release:
July 8, 2026
Sterling Announces Extension and Expansion of Credit Facility to $1.5 Billion
THE WOODLANDS, TX – July 8, 2026 – Sterling Infrastructure, Inc. (NasdaqGS: STRL) ("Sterling," "we," "our" or "the Company") today announced that it entered into a second amendment and restatement of its credit agreement, which, among other things, extends the maturity of its credit facility to July 2031, expands the size of the credit facility, and provides additional flexibility for ongoing and future operations.
The amended credit agreement replaces the existing term loan and revolving credit facilities (the "existing credit facilities") and will initially provide for revolving borrowings of up to $1.5 billion. This represents an increase in borrowing capacity of $1.05 billion compared to the existing credit facilities. The credit agreement amendment was led by BMO Capital Markets Corp., as Joint Lead Arranger and Joint Book Runner, and BMO Bank N.A., as Administrative Agent. The syndication process resulted in new and expanded lender participation from a diversified group of leading national and regional financial institutions.
The facility will be used for, among other things, refinancing and prepaying existing indebtedness, capital expenditures, permitted acquisitions, and other general corporate purposes.
Additional features of the amended facility include: (i) an increase in the base amount of the incremental facility from $400 million to $500 million, (ii) a reduction in the interest rate by eliminating the 10-basis point SOFR adjustment and further reducing the overall pricing margins based on our Total Net Leverage Ratio and (iii) generally less restrictive covenants.
CFO Remarks
“The expansion and extension of our credit facility reflects the confidence that our lending partners share in our long-term strategy and outlook,” stated Nick Grindstaff, Sterling’s CFO. "We appreciate the confidence and support from our lending group, whose partnership is instrumental in supporting our growth."
Mr. Grindstaff continued, “This enhanced credit facility further strengthens our financial flexibility, providing additional capacity to invest in organic growth, pursue strategic M&A, and capitalize on the significant opportunities across our end markets. With our strong balance sheet and ample liquidity, we believe we are well positioned to execute our strategy and continue creating value for our shareholders.”
About Sterling
Sterling Infrastructure, Inc., operates through a variety of subsidiaries within three segments specializing in E-Infrastructure, Transportation and Building Solutions in the United States, primarily across the Southern, Northeastern, Mid-Atlantic and Rocky Mountain regions and the Pacific Islands. E-Infrastructure Solutions provides advanced, large-scale site development services and mission-critical electrical services for data centers, semiconductor fabrication, manufacturing, distribution centers, warehousing, power generation and more. Transportation Solutions includes infrastructure and rehabilitation projects for highways, roads, bridges, airports, ports, rail and storm drainage systems. Building Solutions includes residential and commercial concrete foundations for single-family and multi-family homes, parking structures, elevated slabs, other concrete work, plumbing services, and surveys for new single-family residential builds. From strategy to operations, we are committed to sustainability by operating responsibly to safeguard and improve society’s quality of life. Caring for our people and our communities, our customers and our investors – that is The Sterling Way.
Joe Cutillo, CEO, "We build and service the infrastructure that enables our economy to run,
our people to move and our country to grow."
Company Contact:
Sterling Infrastructure, Inc.
Noelle Dilts, VP of Investor Relations and Corporate Strategy
281-214-0795
Noelle.Dilts@strlco.com