Wabash National (NYSE: WNC) updates $300M revolving credit facility terms

Rhea-AI Filing Summary

Wabash National Corporation entered into a Sixth Amendment to its Second Amended and Restated Credit Agreement, under which lenders make available a $300 million revolving credit facility to Wabash and certain subsidiaries. The company may increase total commitments by up to an additional $175 million, subject to lender commitments. The facility matures on the earliest of August 12, 2031 or specified dates tied to the maturities of the company’s 4.50% Senior Notes due 2028, 4.00% Convertible Senior Notes due 2032, or other debt over $40 million. Availability is determined by a borrowing base on eligible inventory, eligible leasing inventory and eligible accounts receivable, reduced by reserves and a $40 million availability block until defined financial tests are met. The agreement includes a $25 million letter of credit subfacility and up to $30 million of swingline loans, with interest based on term SOFR or a base rate plus applicable margins, and a 0.20% unused line fee. Wabash must maintain minimum liquidity of $90 million before a “Financial Covenant Conversion Date” and thereafter meet a 1.0 to 1.0 fixed charge coverage ratio when excess availability falls below specified thresholds. The facility is guaranteed by certain subsidiaries, secured by substantially all personal property of the borrowers and guarantors, and includes customary covenants and events of default.

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, and exhibit attachments filed with this report.

Key Figures

Revolving Credit Facility Size: $300 million Accordion Feature: $175 million Facility Maturity: August 12, 2031 +5 more

8 metrics

Revolving Credit Facility Size $300 million Total revolving credit commitments available to the borrowers

Accordion Feature $175 million Optional increase in total commitments, subject to lender commitments

Facility Maturity August 12, 2031 Latest possible maturity date, subject to earlier debt-related triggers

Availability Block $40 million Reduction in borrowing availability until Financial Covenant Conversion Date

Letter of Credit Subfacility $25 million Maximum amount available for letters of credit under the agreement

Swingline Loan Capacity $30 million Maximum amount available for swingline loans

Minimum Liquidity Requirement $90 million Liquidity required at all times before the Financial Covenant Conversion Date

Fixed Charge Coverage Ratio 1.0 to 1.0 Minimum ratio required after Financial Covenant Conversion Date at low availability levels

Key Terms

revolving credit facility, borrowing base, fixed charge coverage ratio, availability block, +2 more

6 terms

revolving credit facility financial

"the lenders agree to make available a $300 million revolving credit facility"

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

borrowing base financial

"Availability under the Credit Agreement will be based upon borrowing base certifications"

A borrowing base is the amount a lender will allow a company to borrow based on the value of assets the company offers as security, typically things like accounts receivable and inventory. It matters to investors because it sets a practical ceiling on short-term financing and influences a company’s liquidity and risk: if the borrowing base falls, the company may lose access to cash or be forced to sell assets, which can affect operations and share value.

fixed charge coverage ratio financial

"the Company’s fixed charge coverage ratio for the 12 fiscal month periods"

A fixed charge coverage ratio measures how well a company's operating income can cover its fixed, recurring obligations like interest payments and lease costs. Think of it as a safety margin — the higher the number, the more comfortably a business can pay steady bills from its normal earnings, which matters to investors because it signals financial stability, lower default risk, and greater ability to withstand revenue dips.

availability block financial

"Availability is also reduced by a $40 million availability block in effect until"

swingline loans financial

"allows for swingline loans in the amount of up to $30 million"

A swingline loan is a very short-term, on-demand loan that sits inside a larger credit facility to cover immediate cash needs like payroll, small bills, or last-minute payments. Think of it as an emergency overdraft from a lender: it’s quick to draw, repaid fast, and usually carries faster fees, so investors watch it as a signal of a company’s liquidity pressure and potential cost or covenant stress.

letter of credit subfacility financial

"provides for a letter of credit subfacility in the amount of $25 million"

FAQ

What credit facility did Wabash National (WNC) enter into on August 12, 2026?

Wabash National entered into an amended $300 million revolving credit facility with certain lenders and Wells Fargo Capital Finance as administrative agent, replacing and modifying terms under its existing Second Amended and Restated Credit Agreement.

Can Wabash National (WNC) increase the size of its revolving credit facility?

Yes. Wabash National may increase total commitments under the facility by up to an additional $175 million, subject to conditions including obtaining additional commitments from one or more lenders that agree to provide such increased commitments.

What is the maturity framework for Wabash National’s (WNC) amended credit agreement?

The amended credit agreement matures on the earliest of August 12, 2031 or dates that are 91 days before the maturities of specified senior notes or other loan party debt exceeding $40 million in aggregate principal amount.

What key financial covenants apply to Wabash National’s (WNC) credit facility?

Before the Financial Covenant Conversion Date, Wabash must maintain minimum liquidity of $90 million. After that date, it must maintain a fixed charge coverage ratio of at least 1.0 to 1.0 when excess availability falls below specified dollar or percentage thresholds.

How is availability determined under Wabash National’s (WNC) revolving credit facility?

Availability is based on a borrowing base of eligible inventory, eligible leasing inventory and eligible accounts receivable, reduced by reserves and a $40 million availability block that remains until defined financial covenant conditions are satisfied.

What additional subfacilities are included in Wabash National’s (WNC) credit agreement?

The agreement provides a $25 million letter of credit subfacility and allows swingline loans up to $30 million, subject to overall availability, alongside interest based on term SOFR or a base rate plus applicable margins and a 0.20% unused line fee.

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Understanding 8-K Material Events →

Available on EDGAR 08/13/2026 - 07:30 AM Accepted by SEC EDGAR 08/13/2026 - 07:30 AM Learn about SEC filing dates

WABASH NATIONAL Corp false 0000879526 0000879526 2026-08-12 2026-08-12

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 12, 2026

WABASH NATIONAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-10883		52-1375208
(State or other jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

3900 McCarty Lane
Lafayette Indiana		47905
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (765) 771-5310

Not applicable

(Former name or former address, if changed since last report)

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
Common Stock, $0.01 par value		WNC		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 August 12, 2026, Wabash National Corporation (the “Company”) entered into a Sixth Amendment to Second Amended and Restated Credit Agreement (the “Amendment”), among the Company, certain of its subsidiaries party thereto as loan parties, the lenders party thereto and Wells Fargo Capital Finance, LLC, as the administrative agent (the “Agent”), which amended the Company’s existing Second Amended and Restated Credit Agreement dated as of December 21, 2018 (as previously amended and as amended by the Amendment, the “Credit Agreement”).

Under the Credit Agreement, the lenders agree to make available a $300 million revolving credit facility to the Company and certain of its subsidiaries party to the Credit Agreement from time to time as borrowers (collectively, the “Borrowers”). The Company has the option to increase the total commitments under the facility by up to an additional $175 million, subject to certain conditions, including obtaining commitments from one or more lenders, whether or not party to the Credit Agreement, to provide such additional commitments. The Credit Agreement matures upon the earliest of (i) August 12, 2031, (ii) the date that is 91 days prior to the maturity of the Company’s 4.50% Senior Notes due 2028, (iii) the date that is 91 days prior to the maturity of the Company’s 4.00% Convertible Senior Notes due 2032, and (iv) the date that is 91 days prior to the maturity of debt of any one or more of the loan parties under the Credit Agreement in an aggregate outstanding principal amount exceeding $40 million.

Availability under the Credit Agreement will be based upon borrowing base certifications of the Borrowers’ eligible inventory, eligible leasing inventory and eligible accounts receivable, and will be reduced by certain reserves in effect from time to time. Availability is also reduced by a $40 million availability block in effect until (such date, the “Financial Covenant Conversion Date”) (i) the date upon which the Company’s fixed charge coverage ratio for the 12 fiscal month periods ending as of the two most recently ended consecutive fiscal quarters is greater than 1.0 to 1.0, with the first of such two most recently ended fiscal quarters ending no earlier than December 31, 2026, and (ii) provided no event of default is in existence on such date. Subject to availability, the Credit Agreement provides for a letter of credit subfacility in the amount of $25 million and allows for swingline loans in the amount of up to $30 million.

Outstanding borrowings under the Credit Agreement will bear interest at an annual rate, at the Borrowers’ election, equal to (i) term SOFR plus a margin ranging from 1.50% to 2.00% or (ii) a base rate plus a margin ranging from 0.50% to 1.00%, in each case depending upon the monthly average excess availability under the revolving credit facility. The Borrowers are required to pay a monthly unused line fee equal to 0.20% times the average daily unused availability along with other customary fees and expenses of the Agent and the lenders.

The Credit Agreement is required to be guaranteed by certain subsidiaries of the Company (each a “Guarantor”) and is secured by substantially all personal property of each Borrower and Guarantor.

The Credit Agreement contains customary covenants limiting the ability of the Company and certain of its subsidiaries to, among other things, pay dividends, incur debt or liens, redeem or repurchase stock, enter into transactions with affiliates, merge, dissolve, repay subordinated indebtedness, make investments and dispose of assets. In addition, the Company will be required to maintain (i) prior to the Financial Covenant Conversion Date, minimum liquidity of $90 million at all times, other than with respect to a period of no more than three consecutive business days in any month, and (ii) on and after the Financial Covenant Conversion Date, a minimum fixed charge coverage ratio of not less than 1.0 to 1.0 as of the end of any period of 12 fiscal months when excess availability under the Credit Agreement (calculated without giving effect to the $40 million availability block) is less than the greater of (a) 10.0% of the lesser of (x) the total revolving commitments and (y) the borrowing base and (b) $25 million.

The Credit Agreement contains customary events of default. If an event of default occurs and is continuing, the lenders may, among other things, require the immediate payment of all amounts outstanding and foreclose on collateral. In addition, in the case of an event of default arising from certain events of bankruptcy or insolvency, the lenders’ obligations under the Credit Agreement would automatically terminate, and all amounts outstanding under the Credit Agreement would automatically become due and payable.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is attached hereto as Exhibit 10.1.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information included in Item 1.01 above is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Index

Exhibit No.		Description
10.1		Sixth Amendment to Second Amended and Restated Credit Agreement, dated as of August 12, 2026, among Wabash National Corporation, certain subsidiaries of Wabash National Corporation, the lenders party thereto and Wells Fargo Capital Finance, LLC as administrative agent.
104		Cover Page Interactive Data File. The cover page XBRL tags are 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.

				WABASH NATIONAL CORPORATION
Date: August 13, 2026				By:		/s/ Patrick Keslin
						Patrick Keslin
						Senior Vice President and Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 1.2 MB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB