UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
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Emerging growth company
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| Item 1.01. | Entry into a Material Definitive Agreement |
On September 3, 2026, IDEX Corporation (the “Company”) amended and restated that certain Amended and Restated Credit Agreement, dated as of November 1, 2022 (the “Original Credit Agreement” and, as amended and restated, the “Credit Agreement”), along with certain of its subsidiaries, as borrowers (the “Borrowers”); Bank of America, N.A., as administrative agent, swingline lender and an issuer of letters of credit; JPMorgan Chase Bank, N.A., PNC Bank, National Association and Wells Fargo Bank, National Association, as co-syndication agents and issuers of letters of credit; HSBC Bank USA, National Association, Mizuho Bank, Ltd. and Bank of China, Chicago Branch, as co-documentation agents; and the other lenders and financial institutions party thereto.
The Credit Agreement consists of a revolving credit facility (the “Revolving Facility”) in an aggregate principal amount of $800 million with a final maturity date of September 3, 2031, which is extended from the November 1, 2027 final maturity date of the Original Credit Agreement. The maturity date may be further extended twice under certain conditions, each for an additional one-year term. Up to $100 million of the Revolving Facility under the Credit Agreement is available for the issuance of letters of credit. Additionally, up to $50 million of the Revolving Facility is available to the Company for swingline loans, available on a same-day basis.
Proceeds of the Revolving Facility are available for use by the Borrowers for working capital and other general corporate purposes, including refinancing existing debt of the Company and its subsidiaries. The Company may request increases in the lending commitments under the Credit Agreement, but the aggregate lending commitments pursuant to such increases may not exceed $400 million. The Company has the right, subject to certain conditions set forth in the Credit Agreement, to designate certain foreign subsidiaries of the Company as borrowers under the Revolving Facility. In connection with any such designation, the Company is required to guarantee the obligations of any such subsidiaries under the Credit Agreement.
Borrowings under the Credit Agreement bear interest, at either an alternate base rate or Term SOFR rate (or appropriate alternative currency reference rates) plus, in each case, an applicable margin. Such applicable margin is based on the better of the Company’s senior, unsecured, long-term debt rating or the Company’s applicable leverage ratio. Interest is payable (a) in the case of base rate loans, quarterly, and (b) in the case of Term SOFR rate loans, on the last day of the applicable interest period selected, or every three months from the effective date of such interest period for interest periods exceeding three months.
Voluntary prepayments of any loans and voluntary reductions of the unutilized portion of the commitments under the credit facility are permissible without penalty, subject to break funding payments and minimum notice and minimum reduction amount requirements.
The Credit Agreement contains affirmative and negative covenants usual and customary for such senior unsecured credit agreements, including a leverage ratio test, tested quarterly, with an option to increase the ratio for 12 months in connection with certain acquisitions. The negative covenants include restrictions on the Company and its subsidiaries on granting liens, entering into transactions resulting in fundamental changes (such as mergers or sales of all or substantially all of the assets of the Company), making certain subsidiary dividends or distributions, engaging in materially different lines of businesses and allowing subsidiaries to incur certain additional debt.
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The Credit Agreement also contains customary events of default (subject to grace periods, as appropriate).
This description of the Credit Agreement is a summary only and is qualified in its entirety by the terms of the Credit Agreement. A copy of the Credit Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
In addition to the Credit Agreement, the Company maintains other commercial and investment banking relationships with the lenders and their affiliates.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation Under Off-Balance Sheet Arrangements. |
The information set forth in Item 1.01 is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| * | Certain schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company will furnish supplementally copies of any of the omitted schedules upon request by the Securities and Exchange Commission. |
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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.
| IDEX CORPORATION | ||
| By: | /s/ Sean M. Gillen | |
| Sean M. Gillen Senior Vice President and Chief Financial Officer | ||
Date: September 3, 2026
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