Warner Music inks $1.645B credit facilities

Warner Music Group Corp. announced that subsidiary WMG Acquisition Corp. entered into an amended and restated credit agreement providing a $350 million revolving credit facility and a $1.295 billion term loan A facility.

Rhea-AI Filing Summary

Warner Music Group Corp. announced that subsidiary WMG Acquisition Corp. entered into an amended and restated credit agreement providing a $350 million revolving credit facility and a $1.295 billion term loan A facility.

Both the revolving and term loan facilities mature on March 11, 2031. Borrowings will accrue interest at either SOFR or an alternate base rate, in each case plus margins that vary with issuer credit ratings, with initial margins modestly above those base rates.

Insights

Corporate credit analyst

Warner Music refinances and extends a large debt package to 2031.

Warner Music Group, through WMG Acquisition Corp., has put in place a sizable debt structure: a $350 million revolving credit facility and a $1.295 billion term loan A. Both are governed by a single amended and restated credit agreement with JPMorgan Chase Bank as administrative agent.

The loans use SOFR- or base-rate-linked interest with rating-based margins, starting around 1.25–1.75% over SOFR for the revolver and 1.25–1.625% for the term loan. This ties borrowing costs to the company’s issuer credit ratings, so future rating changes would directly influence interest expense.

Both the revolving and term loan facilities mature on March 11, 2031, giving the company a long-dated liquidity backstop and fixed maturity profile. Subsequent disclosures may outline how much of these facilities is drawn and how they interact with any existing debt balances.

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.

FAQ

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

What new credit facilities did Warner Music Group (WMG) put in place?

Warner Music Group, through WMG Acquisition Corp., entered a new amended and restated credit agreement that provides a $350 million revolving credit facility and a $1.295 billion term loan A facility, consolidating and updating prior arrangements with JPMorgan and other lenders.

When do Warner Music Group’s new term loan and revolver mature?

Both the $1.295 billion term loan A facility and the $350 million revolving credit facility mature on March 11, 2031, giving Warner Music Group a long-dated debt and liquidity structure under the amended and restated credit agreement signed by WMG Acquisition Corp.

How is interest calculated on Warner Music Group’s new credit agreement?

Borrowings bear interest at either a SOFR-based term rate or an alternate base rate, plus an applicable margin. The margin varies with WMG Acquisition Corp.’s issuer credit ratings, with initial margins modestly above those base rates for both the term loan and revolving credit facilities.

How large is Warner Music Group’s new term loan facility?

The amended and restated credit agreement includes a $1.295 billion term loan A facility. This term loan replaces prior arrangements and provides committed long-term funding to WMG Acquisition Corp., alongside the separate $350 million revolving credit facility available under the same agreement.

Can Warner Music Group increase its borrowing capacity under this credit agreement?

Subject to certain conditions, WMG Acquisition Corp. may obtain increases in the commitments under the $350 million revolving credit facility and may incur incremental term loans. Any such increases would occur under the framework of the amended and restated credit agreement with participating lenders.

Who is the administrative agent for Warner Music Group’s new credit facilities?

JPMorgan Chase Bank, N.A. serves as administrative agent for the amended and restated credit agreement. It coordinates among the lenders that provide the $350 million revolving credit facility and the $1.295 billion term loan A facility to WMG Acquisition Corp.

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

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Accepted by SEC EDGAR 03/11/2026 - 04:05 PM EDT Learn about SEC filing dates

NY false 0001319161 0001319161 2026-03-11 2026-03-11

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): March 11, 2026

Warner Music Group Corp.

(Exact name of registrant as specified in its charter)

Delaware		001-32502		13-4271875
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1633 Broadway,

New York, New York , 10019

(Address of principal executive offices, including zip code)

(212) 275-2000

(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 (see General Instruction A.2):

☐ 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		WMG		The Nasdaq Stock Market 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 March 11, 2026, WMG Acquisition Corp. (“Acquisition Corp.”), a subsidiary of Warner Music Group Corp., entered into an amended and restated credit agreement (the “Credit Agreement”) among Acquisition Corp., as borrower, the guarantors party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other financial institutions and lenders from time to time party thereto. The Credit Agreement amends and restates in its entirety the Credit Agreement, dated as of November 1, 2012, among Acquisition Corp., JPMorgan Chase Bank, N.A., as administrative agent and the lenders party thereto, and incorporates, as amended and restated, the revolving credit facility provided under the Credit Agreement, dated as of January 31, 2018, among Acquisition Corp., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.

The Credit Agreement provides for a $350 million revolving credit facility (the “Revolving Credit Facility”) and a $1.295 billion term loan A facility (the “Term Loan Facility”). Subject to certain conditions, Acquisition Corp. may obtain increases in the commitments under the Revolving Credit Facility and incur incremental term loans.

Borrowings under the Credit Agreement bear interest, at Acquisition Corp.’s election, at a rate equal to (i) a forward-looking term rate based on the secured overnight financing rate as administered by the Federal Reserve Bank of New York for the applicable interest period (“SOFR”), subject to a zero floor, plus the applicable margin or (ii) an alternate base rate (“ABR”), which is the highest of (x) the corporate base rate established by the administrative agent as its prime rate in effect at its principal office in New York City from time to time, (y) 0.50% in excess of the overnight federal funds rate and (z) one-month Term SOFR (as defined in the Credit Agreement), plus 1.00% per annum, in each case, subject to a 1.00% floor plus the applicable margin.

The applicable margin for the Term Loan Facility ranges from 1.250% to 1.625% per annum for SOFR loans and from 0.250% to 0.625% per annum for ABR loans, in each case based upon Acquisition Corp.’s issuer credit ratings. The initial applicable margins for the Term Loan Facility are expected to be 1.375% for SOFR loans and 0.375% for ABR loans. The applicable margin for borrowings under the Revolving Credit Facility ranges from 1.125% to 1.750% per annum for SOFR loans and 0.125% to 0.750% per annum for ABR loans, in each case based upon Acquisition Corp.’s issuer credit ratings. The initial applicable margins for borrowings under the Revolving Credit Facility are expected to be 1.250% for SOFR loans and 0.250% for ABR loans.

The Term Loan Facility matures on March 11, 2031. The Revolving Credit Facility matures on March 11, 2031.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement, a copy of which is attached hereto as Exhibit 10.1 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 contained in Item 1.01 concerning Acquisition Corp.’s direct financial obligations under the Credit Agreement is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
10.1		Credit Agreement, dated as of March 11, 2026, among WMG Acquisition Corp., as borrower, the guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
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.

						Warner Music Group Corp.
Date: March 11, 2026				By:		/s/ Armin Zerza
						Armin Zerza Executive Vice President and Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 1021.9 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.5 KB