Form 8-K HEICO CORP For: Jun 11
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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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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
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Item 1.01. Entry into a Material Definitive Agreement.
On June 11, 2026, HEICO Corporation (the “Company”) entered into a fourth amendment (the "Fourth Amendment") to its Revolving Credit Agreement (the "Credit Agreement") with several banks and other financial institutions from time to time party thereto (collectively, the "Lenders") and Truist Bank (as successor by merger to SunTrust Bank), as Administrative Agent. Pursuant to the Fourth Amendment, the Lenders agreed to, among other things, (i) increase the capacity of the existing revolving credit facility (“Credit Facility”) from $2.0 billion to $2.2 billion, (ii) extend the maturity date of the Credit Agreement to June 11, 2031, (iii) modify the applicable rate to be calculated based upon the most recently published ratings for the Company’s senior unsecured, non-credit enhanced, long-term indebtedness for borrowed money, and (iv) release each subsidiary of the Company that had guaranteed the Obligations (as defined in the Credit Agreement) prior to June 11, 2026 (“Released Subsidiary”) from such subsidiary’s guarantee obligations under the Credit Facility (“Credit Facility Release”). As a result of the Credit Facility Release, each Released Subsidiary was also automatically released from such Released Subsidiary’s guarantee of the Company’s obligations under the securities issued under the Company’s Indenture dated July 27, 2023 (“Indenture”), and First Supplemental Indenture, dated July 27, 2023 (“First Supplemental Indenture”), being the Company’s outstanding 5.250% Notes due 2028 and outstanding 5.350% Notes due 2031 (“Indenture Obligations Release”).
This description of the Fourth Amendment is qualified in its entirety by reference to the copy of such agreement filed as Exhibit 10.1 to this report, which is incorporated by reference herein.
The description of the Indenture Obligations Release is qualified in its entirety by reference to the copies of the Indenture and the First Supplemental Indenture filed as Exhibit 4.1 and Exhibit 4.2, respectively, to the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 27, 2023, which is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description | |
| 10.1 | Fourth Amendment to Revolving Credit Agreement, effective as of June 11, 2026, among HEICO Corporation, as Borrower, the Lenders from time to time party thereto and Truist Bank (as successor by merger to SunTrust Bank), as Administrative Agent. | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
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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.
| HEICO CORPORATION | ||
| Date: June 17, 2026 | By: | /s/ CARLOS L. MACAU, JR. |
| Carlos L. Macau, Jr. Executive Vice President - Chief Financial Officer and Treasurer | ||
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ATTACHMENTS / EXHIBITS
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