On February 26, 2026, Graphic Packaging Holding Company and subsidiaries entered into Amendment No. 1 to the Fifth Amended and Restated Credit Agreement to increase the Consolidated Total Leverage Ratio covenant to 5.00 to 1.00 through December 31, 2026 and 4.75 to 1.00 through June 30, 2027, driven by inventory reduction impacting EBITDA. The amendment adds a pricing tier for leverage >=4.75 to 1.00, limits share repurchases to $65 million annually, and restricts acquisitions and investments during the Specified Period.
Key takeaways
Amendment dated February 26, 2026 to Fifth Amended and Restated Credit Agreement originally dated June 3, 2024
Consolidated Total Leverage Ratio covenant increased to 5.00 to 1.00 for quarters ending March 31, 2026 through December 31, 2026
Covenant steps down to 4.75 to 1.00 for quarters ending March 31, 2027 through June 30, 2027, then 4.25 to 1.00 thereafter
New pricing tier: Base Rate Loans 1.000%, Term SOFR Loans 2.000%, Commitment Fee 0.30% when leverage >=4.75 to 1.00
Share repurchases limited to $65 million annually during Specified Period ending September 30, 2027 financial statements
Additional restrictions on acquisitions and investments in non-guarantor subsidiaries during Specified Period
Consent fee of 0.05% of unused Commitments and outstanding Loans paid to Consenting Lenders