OSHKOSH CORP Debt Disclosure
16. Debt
The Company was obligated under the following debt instruments (in millions):
|
|
December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
4.600% Senior notes due May 2028 |
|
$ |
300.0 |
|
|
$ |
300.0 |
|
3.100% Senior notes due March 2030 |
|
|
300.0 |
|
|
|
300.0 |
|
Term loan due March 2027 |
|
|
500.0 |
|
|
|
— |
|
Other long-term debt |
|
|
3.8 |
|
|
|
5.2 |
|
Total long-term debt |
|
|
1,103.8 |
|
|
|
605.2 |
|
Current maturities of long-term debt |
|
|
(0.6 |
) |
|
|
(2.3 |
) |
Debt issuance costs |
|
|
(2.9 |
) |
|
|
(3.4 |
) |
Total long-term debt, less current maturities (net of debt issuance costs) |
|
$ |
1,100.3 |
|
|
$ |
599.5 |
|
|
|
|
|
|
|
|
||
Revolving credit facilities |
|
$ |
— |
|
|
$ |
360.0 |
|
Current maturities of long-term debt |
|
|
0.6 |
|
|
|
2.3 |
|
Total revolving credit facilities and current maturities of long-term debt |
|
$ |
0.6 |
|
|
$ |
362.3 |
|
In March 2022, the Company entered into a Third Amended and Restated Credit Agreement with various lenders (as amended, the “Credit Agreement”). The Credit Agreement provides for an unsecured revolving credit facility (the “Revolving Credit Facility”) with a maximum aggregate availability of $1.55 billion that matures in March 2027. At December 31, 2025, specified outstanding letters of credit of $35.3 million reduced available capacity under the Revolving Credit Facility to $1.51 billion.
Under the Credit Agreement, the Company is obligated to pay (i) an unused commitment fee ranging from 0.080% to 0.225% per annum of the average daily unused portion of the aggregate revolving credit commitments under the Credit Agreement and (ii) a fee ranging from 0.438% to 1.500% per annum of the maximum amount available to be drawn for each letter of credit issued and outstanding under the Credit Agreement.
Borrowings under the Credit Agreement bear interest for dollar-denominated loans at a variable rate equal to (i) Term SOFR (the forward-looking secured overnight financing rate) plus a specified margin, which may be adjusted upward or downward depending on whether certain criteria are satisfied, or (ii) the base rate (which is the highest of (x) Bank of America, N.A.’s prime rate, (y) the federal funds rate plus 0.50% or (z) the sum of 1.00% plus one-month Term SOFR) plus a specified margin, which may be adjusted upward or downward depending on whether certain criteria are satisfied. At December 31, 2025, the applicable interest spread was 112.5 basis points.
On March 31, 2025, the Company entered into a credit agreement with various lenders to borrow funds under a $500 million unsecured term loan (the “Term Loan”) that matures in March 2027. The Term Loan bears interest at a variable rate per annum equal to, at the Company’s election, (i) Term SOFR (the forward-looking secured overnight financing rate) plus 0.90%, or (ii) the base rate (which is the highest of (x) PNC Bank, N.A.’s prime rate, (y) the overnight bank funding rate plus 0.50% or (z) the sum of 1.00% plus one-month Term SOFR). At December 31, 2025, the interest spread on the Term Loan was 90.0 basis points, resulting in an interest rate of 4.62%.
The Credit Agreement and the Term Loan contain various restrictions and covenants, including a requirement that the Company maintain a leverage ratio at certain levels, subject to certain exceptions, restrictions on the ability of the Company and certain of its subsidiaries to consolidate or merge, create liens, incur additional subsidiary indebtedness and consummate acquisitions and a restriction on the disposition of all or substantially all of the assets of the Company and its subsidiaries taken as a whole.
The Credit Agreement and the Term Loan require the Company to maintain a maximum leverage ratio (defined as, with certain adjustments, the ratio of the Company’s consolidated indebtedness to the Company’s consolidated net income for the previous four quarters before interest, taxes, depreciation, amortization, non-cash charges and certain other items (EBITDA)) as of the last day of any quarter of 3.75 to 1.00, subject to the Company’s right to temporarily increase the maximum leverage ratio to 4.25 to 1.00 in connection with certain material acquisitions. The Company was in compliance with the financial covenants contained in the Credit Agreement and the Term Loan as of December 31, 2025.
In May 2018, the Company issued $300 million of 4.60% unsecured senior notes due May 15, 2028 (the “2028 Senior Notes”). In February 2020, the Company issued $300 million of 3.10% unsecured senior notes due March 1, 2030 (the “2030 Senior Notes”). The 2028 Senior Notes and the 2030 Senior Notes were issued pursuant to an indenture (the “Indenture”) between the Company and a trustee. The Indenture contains customary affirmative and negative covenants. The Company has the option to redeem the 2028 Senior Notes and the 2030 Senior Notes at any time for a premium.
The fair value of the long-term debt is estimated based upon Level 2 inputs to reflect the market rate of the Company’s debt. At December 31, 2025, the fair value of the 2028 Senior Notes and the 2030 Senior Notes was estimated to be $303 million ($296 million at December 31, 2024) and $285 million ($273 million at December 31, 2024), respectively. The carrying amount of the Term Loan approximated fair value as of December 31, 2025. See Note 23 for the definition of a Level 2 input.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 17, 2026 | Showing above |
| 2024 | Feb 20, 2025 | |
| 2017 | Nov 21, 2017 | |
| 2016 | Nov 22, 2016 | |
| 2015 | Nov 13, 2015 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.