v3.26.3
Debt
 9 Months Ended
Sep. 30, 2026
Debt Disclosure [Abstract]  
Debt Debt
Debt and the average interest rates on debt outstanding were as follows: 
In millionsAverage interest rate as of September 30, 2026Maturity
Year		September 30,
2026		December 31,
2025
Revolving credit facility (Senior Credit Facility)4.972%2030$200.7 $277.7 
Term loans (Senior Credit Facility)4.945%2027-2030500.0 — 
Prior Term Loan FacilityN/A2027— 575.0 
Senior notes - fixed rate (1)
4.500%2029400.0 400.0 
Senior notes - fixed rate (1)
5.900%2032400.0 400.0 
Unamortized debt issuance costs and discountsN/AN/A(16.6)(14.1)
Total debt$1,484.1 $1,638.6 
(1) Senior notes are guaranteed as to payment by Pentair plc.
Pentair, Pentair Finance S.à r.l (“PFSA”) and Pentair, Inc. are parties to a credit agreement (the “Senior Credit Facility”), with Pentair as guarantor and PFSA and Pentair, Inc. as borrowers, which was amended and restated in May 2025 and May 2026, providing for a $900.0 million senior unsecured revolving credit facility and a $500.0 million senior unsecured term loan facility. The revolving credit and term loan facilities have a maturity date of May 5, 2030. The term loan facility has required quarterly installment payments of $3.1 million beginning on the last day of the second quarter of 2027 and increasing to $6.3 million beginning with the last day of the second quarter of 2028. Borrowings under the Senior Credit Facility bear interest at a rate equal to an alternate base rate, adjusted term secured overnight financing rate, adjusted euro interbank offered rate, adjusted daily simple secured overnight financing rate or central bank rate, plus, in each case, an applicable margin. The applicable margin is based on, at PFSA’s election, Pentair’s leverage level or PFSA’s public credit rating.
As of September 30, 2026, total availability under the Senior Credit Facility, including the impact of a financial stand-by letter of credit associated with the Taco acquisition, was $698.3 million. Additionally, PFSA has the option to request to increase the revolving credit facility and/or to enter into one or more additional tranches of term loans in an aggregate amount of up to $450.0 million, subject to customary conditions, including the commitment of the participating lenders.
In connection with entering into the definitive agreement to acquire Taco, PFSA entered into a commitment letter, dated July 27, 2026 (the “Commitment Letter”), pursuant to which, among other things, the lender committed to provide debt financing for the acquisition of Taco, consisting of a senior unsecured bridge facility of $1.4 billion (the “Bridge Facility”), on the terms and subject to the conditions set forth in the Commitment Letter. The Bridge Facility was subject to mandatory reduction and prepayment for 100% of the net cash proceeds from the issuance of any debt and other of our securities and other specified events, subject to certain exceptions.
On September 1, 2026, Pentair, PFSA and Pentair, Inc. entered into a Credit Agreement among PFSA as borrower, Pentair and Pentair, Inc. as guarantors, and the lenders and agents party thereto, providing for a $400.0 million senior unsecured tranche 1 delayed-draw term loan facility (the “Tranche 1 Term Loan Facility”) and a $1.0 billion senior unsecured tranche 2 delayed-draw term loan facility (the “Tranche 2 Term Loan Facility”; together with the Tranche 1 Term Loan Facility, the “Term Loan Facilities”; together with the Senior Credit Facility, the “Credit Facilities”), for an aggregate principal amount of $1.4 billion. The Tranche 1 Term Loan Facility will mature on April 1, 2028, while the Tranche 2 Term Loan Facility will mature on May 5, 2030. The Tranche 2 Term Loan Facility has required quarterly principal installment payments of $6.3 million beginning on the last day of the first quarter of 2028 and increasing to $12.5 million beginning with the last day of the first quarter of 2029. Borrowings under the Term Loan Facilities bear interest at a rate equal to an adjusted base rate or adjusted term secured overnight financing rate, plus, in each case, an applicable margin. The applicable margin is based on, at PFSA’s election, Pentair’s leverage level or PFSA’s public credit rating. No loans were outstanding under the Term Loan Facilities as of September 30, 2026.
On September 1, 2026, the aggregate principal amount of the commitments under the Term Loan Facilities replaced the corresponding amount of the commitments in respect of the Bridge Facility in accordance with the terms of the Commitment Letter. As a result, there were no remaining commitments under the Bridge Facility.
On October 1, 2026, upon the closing of the Taco acquisition, PFSA borrowed the full $1.4 billion aggregate principal amount available under the Term Loan Facilities. The proceeds were utilized to finance a portion of the purchase price in the Taco acquisition and pay related fees and expenses.
In addition, Pentair and PFSA were parties to a senior unsecured term loan facility (the “Prior Term Loan Facility”), with PFSA as borrower and Pentair as guarantor providing for an aggregate principal amount of $1.0 billion and a maturity date of July 28, 2027. In May 2026, PFSA repaid the remaining $575.0 million outstanding under the Prior Term Loan Facility using proceeds from borrowings under the amended Senior Credit Facility, and the Prior Term Loan Facility was terminated.
Our debt agreements contain various financial covenants, but the most restrictive covenants are contained in the Credit Facilities. Each of the Credit Facilities contains covenants requiring us not to permit (i) the ratio of our consolidated debt (net of our consolidated unrestricted cash and cash equivalents in excess of $5.0 million but not to exceed $250.0 million) to our consolidated net income (excluding, among other things, non-cash gains and losses) before interest, taxes, depreciation, amortization and non-cash share-based compensation expense (“EBITDA”) on the last day of any period of four consecutive fiscal quarters (each, a “testing period”) to exceed 3.75 to 1.00 (or, at PFSA’s election and subject to certain conditions, 4.25 to 1.00 for four testing periods in connection with certain material acquisitions) (the “Leverage Ratio”) and (ii) the ratio of our EBITDA to our consolidated cash interest expense, for the same period to be less than 3.00 to 1.00 as of the end of each fiscal quarter. For purposes of the Leverage Ratio, each of the Credit Facilities provides for the calculation of EBITDA giving pro forma effect to certain acquisitions, divestitures and liquidations during the period to which such calculation relates.
In addition to the Credit Facilities, we have various other credit facilities with an aggregate availability of $21.2 million, of which there were no outstanding borrowings at September 30, 2026. Borrowings under these credit facilities bear interest at variable rates.
We have $6.3 million of payments due in the next twelve months under the term loan facility of the Senior Credit Facility. We classified this debt as long-term as of September 30, 2026, as we have the intent and ability to refinance such obligation on a long-term basis utilizing the Senior Credit Facility’s revolving credit facility.
Debt outstanding, excluding unamortized issuance costs and discounts, at September 30, 2026 matures on a calendar year basis as follows:
Q4
In millions202620272028202920302031ThereafterTotal
Contractual debt obligation maturities
$— $9.4 $21.9 $425.0 $644.4 $— $400.0 $1,500.7