UWM Holdings prices $1.0B 6.25% notes due 2031

UWM Holdings Corporation disclosed that its subsidiary UWM Holdings, LLC agreed to sell $1.0 billion aggregate principal amount of 6.250% senior unsecured notes due 2031.

Rhea-AI Filing Summary

UWM Holdings Corporation disclosed that its subsidiary UWM Holdings, LLC agreed to sell $1.0 billion aggregate principal amount of 6.250% senior unsecured notes due 2031. The notes will be guaranteed on a senior unsecured basis by United Wholesale Mortgage, LLC and will rank pari passu with that subsidiary’s existing senior unsecured notes.

The company plans to use the net proceeds primarily to repay its 5.5% Senior Notes due 2025 at their November 15, 2025 maturity, to pay down amounts outstanding under its MSR facilities, and to use any remaining funds for working capital. The closing of the new notes is expected on September 16, 2025, under a purchase agreement with J.P. Morgan Securities LLC as representative of the initial purchasers.

Insights

Credit and capital structure analyst

UWM refinances upcoming 2025 notes with a larger 2031 issuance.

UWM Holdings is issuing $1.0 billion of 6.250% senior unsecured notes due 2031, guaranteed by United Wholesale Mortgage, LLC. This extends the company’s debt maturity profile versus the existing 5.5% senior notes due 2025, and increases the size of that tranche.

Management intends to use the proceeds to repay the 2025 notes at maturity, reduce borrowings under MSR facilities, and fund general working capital needs. While the coupon on the new notes is higher than the 5.5% rate on the maturing notes, the transaction provides longer-term funding and consolidates obligations into a single 2031 maturity.

The guarantee from United Wholesale Mortgage, LLC and pari passu ranking with its existing senior unsecured notes define where these instruments sit in the capital structure. Subsequent disclosures may provide more detail on net changes in total debt and interest expense after this refinancing and paydown of MSR facilities.

8-K Event Classification

3 items: 1.01, 2.03, 8.01

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 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did UWM Holdings (UWMC) announce in this 8-K filing?

UWM Holdings disclosed that its subsidiary UWM Holdings, LLC entered into a Purchase Agreement to sell $1.0 billion aggregate principal amount of 6.250% senior unsecured notes due 2031, with closing expected on September 16, 2025.

What are the key terms of UWM Holdings’ new senior unsecured notes?

The new notes have an aggregate principal amount of $1.0 billion, carry a 6.250% interest rate, and are senior unsecured notes due 2031, guaranteed on a senior unsecured basis by United Wholesale Mortgage, LLC.

How will UWM Holdings use the $1.0 billion notes proceeds?

UWM Holdings expects to use the net proceeds to repay its 5.5% Senior Notes due 2025 at maturity on November 15, 2025, pay down amounts outstanding under MSR facilities, and use any remaining funds for working capital.

Who guarantees the new UWM Holdings 6.250% notes due 2031?

The notes will be guaranteed on a senior unsecured basis by UWM Holdings’ wholly owned subsidiary, United Wholesale Mortgage, LLC, and will rank pari passu with its existing senior unsecured notes.

What existing UWM Holdings debt will be affected by this new notes offering?

UWM Holdings plans to use part of the proceeds to repay its 5.5% Senior Notes due 2025 at their November 15, 2025 maturity and to pay down outstanding MSR facilities.

Which firms are involved as initial purchasers of UWM Holdings’ new notes?

UWM Holdings, LLC entered into a Purchase Agreement with J.P. Morgan Securities LLC as representative of the several initial purchasers named in the agreement.

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

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Accepted by SEC EDGAR 09/10/2025 - 04:53 PM Learn about SEC filing dates

FALSE000178339800017833982025-09-102025-09-100001783398us-gaap:CommonClassAMember2025-09-102025-09-100001783398us-gaap:WarrantMember2025-09-102025-09-10

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): September 9, 2025

UWM Holdings Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware

001-39189

84-2124167

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

585 South Boulevard E.
Pontiac,			Michigan						48341
(Address of principal executive offices)									(Zip Code)

(800) 981-8898

(Registrant’s telephone number, including area code)

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 Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

UWMC

New York Stock Exchange

Warrants, each warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50

UWMCWS

New 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 ☐

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 September 9, 2025, UWM Holdings Corporation’s direct subsidiary, UWM Holdings, LLC (“UWM Holdings”), entered into a Purchase Agreement (the “Purchase Agreement”) with J.P. Morgan Securities LLC., as representative of the several initial purchasers named therein. Pursuant to the Purchase Agreement, UWM Holdings agreed to sell $1.0 billion aggregate principal amount of 6.250% senior unsecured notes due 2031 (the “Notes”). The Notes will be guaranteed on a senior unsecured basis by UWM Holdings’ wholly-owned subsidiary, United Wholesale Mortgage, LLC (“United Wholesale Mortgage”), and will rank pari passu in right of payment with United Wholesale Mortgage’s existing senior unsecured notes by virtue of such guarantee. UWM Holdings expects the closing of the Notes to occur on September 16, 2025.

UWM Holdings expects to use the net proceeds from the offering to (i) repay the 5.5% Senior Notes due 2025 at maturity on November 15, 2025, (ii) pay down amounts outstanding under the MSR Facilities and (iii) the remainder, if any, for working capital.

The Purchase Agreement contains customary representations, warranties, conditions to closing, indemnification rights and obligations of the parties.

Certain of the initial purchasers and their affiliates have engaged, and may in the future engage, in investment banking, commercial banking and other financial advisory and commercial dealings with UWM Holdings and its affiliates.

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 is incorporated by reference herein.

Item 8.01 Other Events.

On September 9, 2025, UWM Holdings Corporation issued a press release announcing UWM Holdings’ intention to offer $600 million aggregate principal amount of Notes. A copy of the press release is filed herewith as Exhibit 99.1.

On September 9, 2025, UWM Holdings Corporation issued a press release announcing the pricing of UWM Holdings’ upsized offering of $1.0 billion aggregate principal amount of Notes. A copy of the press release is filed herewith as Exhibit 99.2.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
10.23						Purchase Agreement, dated September 9, 2025, among UWM Holdings, LLC and J.P. Morgan Securities LLC, as representative of the several initial purchasers listed on Schedule A thereto.
99.1						Press release issued by UWM Holdings Corporation on September 9, 2025.
99.2						Press release issued by UWM Holdings Corporation on September 9, 2025.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

Date: September 10, 2025

UWM HOLDINGS CORPORATION
By:						/s/ Rami Hasani
Name:						Rami Hasani
Title:						Executive Vice President, Chief Financial Officer