v3.26.3
Debt
 9 Months Ended
Sep. 30, 2026
Debt Disclosure [Abstract]  
Debt Debt
September 30, 2026December 31, 2025
JPY Term Loan Facility, due 2026$— $191 
6.750% Bonds, due 2028(1)
300 300 
3.750% Notes, due 2028
400 — 
3.000% Notes, due 2029
700 700 
3.900% Notes, due 2029
300 — 
4.850% Notes, due 2031(2)
500 500 
4.550% Notes, due 2032
500 500 
4.750% Notes, due 2036
500 — 
5.950% Notes, due 2037
625 625 
4.750% Iowa Finance Authority Loan, due 2042
250 250 
Short-term borrowings390 — 
Other, net(3)
(22)(16)
4,443 3,050 
Less: amounts due within one year391 191 
Total long-term debt$4,052 $2,859 
(1)The Company entered into a cross-currency swap to synthetically convert the 6.750% Bonds due 2028 (the “2028 Bonds”) into a Japanese Yen liability of approximately ¥47,760 million with a fixed annual interest rate of 3.880%.
(2)The Company entered into a cross-currency swap to synthetically convert the 4.850% Notes due 2031 (the “2031 Notes”) into a Euro liability of approximately €458 million with a fixed annual interest rate of 3.720%.
(3)Includes unamortized debt discounts and unamortized debt issuance costs related to outstanding notes and bonds listed in the table above and various financing arrangements related to subsidiaries.
Debt
Term Loan Facility. The Company maintained a Japanese yen-denominated, senior unsecured term loan facility (the “JPY Term Loan Facility”). On May 22, 2026, the Company completed the early prepayment of the remaining outstanding principal amount under its JPY Term Loan Facility of ¥29,702 million (approximately $186) with cash on hand. As of the date of early prepayment and December 31, 2025, the Company was in compliance with all applicable covenants under the JPY Term Loan Facility.
There were no amounts outstanding under the JPY Term Loan Facility as of September 30, 2026 and ¥29,702 million ($191) outstanding as of December 31, 2025.
Public Debt. On March 3, 2026, the Company completed the offerings of aggregate principal amounts of $400 of 3.750% Notes due 2028 (the “2028 Notes”), $300 of 3.900% Notes due 2029 (the “2029 Notes”) and $500 of 4.750% Notes due 2036 (the “2036 Notes”). The Company utilized the net proceeds of $1,193 from these debt issuances as part of the financing for the CAM Acquisition (see Note C).
On May 22, 2026, the Company entered into a cross-currency swap to synthetically convert the outstanding $300 aggregate principal amount of its 2028 Bonds into a Japanese Yen liability of approximately ¥47,760 million. The fixed interest rate on the Japanese Yen liability is 3.880% per annum. Amounts payable to holders of these bonds remain unchanged.
Short-term Borrowings
Commercial Paper. The Company maintains a $1,000 commercial paper program, under which $390 was outstanding with a weighted average interest rate of 4.223% as of September 30, 2026, and no amounts were outstanding as of December 31, 2025. The Company reduced commercial paper outstanding by $60 during the third quarter of 2026. The Company had no commercial paper borrowings with original maturities greater than 90 days in 2026 or 2025. Amounts outstanding under the commercial paper program are supported by the unused commitments under the Company’s $600 364-Day Revolving Credit Facility and $1,000 5-Year Revolving Credit Facility.
Credit Agreements
Credit Facilities. On February 9, 2026, the Company entered into the Third Amended and Restated Five-Year Revolving Credit Agreement (as so amended and restated, the “5-Year Revolving Credit Agreement”) and the 364-Day Revolving Credit Agreement (the “364-Day Revolving Credit Agreement”). The 364-Day Revolving Credit Agreement and the 5-Year Revolving Credit Agreement are jointly referred to as the “Revolving Credit Agreements.”
The 5-Year Revolving Credit Agreement provides a $1,000 senior unsecured revolving credit facility (the “5-Year Revolving Credit Facility”) that matures on February 7, 2031, unless extended or earlier terminated in accordance with the provisions of the 5-Year Revolving Credit Agreement. The Company may make two one-year extension requests during the term of the 5-Year Revolving Credit Facility, with any extension being subject to the lender consent requirements set forth in the 5-Year Revolving Credit Agreement. Subject to the terms and conditions of the 5-Year Revolving Credit Agreement, the Company may from time to time request increases in commitments under the 5-Year Revolving Credit Facility, not to exceed $500 in aggregate principal amount, and may also request the issuance of letters of credit, subject to a letter of credit sublimit of $500 of the 5-Year Revolving Credit Facility. Under the provisions of the 5-Year Revolving Credit Agreement, based on Howmet’s current long-term debt ratings, Howmet pays an annual fee of 0.090% of the total commitment to maintain the 5-Year Revolving Credit Facility.
The 364-Day Revolving Credit Agreement provides a $600 senior unsecured revolving credit facility (the “364-Day Revolving Credit Facility” and, together with the 5-Year Revolving Credit Facility, the “Revolving Credit Facilities”) that matures on February 8, 2027, unless extended or earlier terminated in accordance with the provisions of the 364-Day Revolving Credit Agreement. Under the provisions of the 364-Day Revolving Credit Agreement, based on Howmet’s current long-term debt ratings, Howmet pays an annual fee of 0.070% of the total commitment to maintain the 364-Day Revolving Credit Facility.
The Revolving Credit Facilities are unsecured, and amounts payable under them will rank pari passu with all other unsecured, unsubordinated indebtedness of the Company. U.S. dollar denominated loans under the Revolving Credit Facilities will bear interest at a base rate, or a rate equal to the Term Secured Overnight Financing Rate (“SOFR”) plus adjustment, and Euro-denominated loans will bear interest at the Euro inter-bank offered rate (“EURIBOR”), plus in each case, an applicable margin based on the credit ratings of the Company’s outstanding senior unsecured long-term debt. Based on the Company’s current long-term debt ratings, which are subject to change, there would be no applicable margin on base rate loans for either of the Revolving Credit Facilities. The applicable margin on Term SOFR and EURIBOR loans would be 0.910% per annum for the 5-Year Revolving Credit Facility and 0.930% per annum for the 364-Day Revolving Credit Facility. Loans under the Revolving Credit Facilities may be prepaid without premium or penalty, subject to customary breakage costs.
The obligation of the Company to pay amounts outstanding under the Revolving Credit Facilities may be accelerated upon the occurrence of an “Event of Default” as defined in the applicable Revolving Credit Agreement. Such Events of Default include, among others, (a) non-payment of obligations; (b) breach of any representation or warranty in any material respect; (c) non-performance of covenants and obligations; (d) with respect to other indebtedness in a principal amount in excess of $100, a default thereunder that causes such indebtedness to become due prior to its stated maturity or a default in the payment at maturity of any principal of such indebtedness; (e) the bankruptcy or insolvency of Howmet; and (f) a change in control of the Company.
The Revolving Credit Agreements contain covenants, including, among others, (a) limitations on the Company’s ability to incur liens securing indebtedness for borrowed money; (b) limitations on the Company’s ability to consummate a consolidation, merger or sale of all or substantially all of its assets; (c) limitations on the Company’s ability to change the nature of its business; and (d) a limitation requiring the ratio of Consolidated Net Debt to Consolidated EBITDA (each as defined in the Revolving Credit Agreements, as applicable) as of the end of each fiscal quarter for the period of the four fiscal quarters most recently ended, to be less than or equal to 3.75 to 1.00, which may be increased to 4.25 to 1.00, at Howmet’s option, upon the occurrence of a material acquisition for the four consecutive fiscal quarters following the consummation thereof.
As of September 30, 2026 and December 31, 2025, the Company was in compliance with all covenants under the Revolving Credit Agreements.
There were no amounts outstanding as of September 30, 2026 or December 31, 2025, and no amounts were borrowed during 2026 or 2025 under the Revolving Credit Facilities.