Corebridge Financial Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 26, 2025
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Item 1.01 | Entry into a Material Definitive Agreement. |
On March 26, 2025, Corebridge Financial, Inc. (the “Company”) entered into a Revolving Credit Agreement, dated as of March 26, 2025, by and among the Company, the Subsidiary Borrowers party thereto, the Lenders party thereto from time to time, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Several L/C Agent party thereto(the “2025 Revolving Credit Agreement”). The 2025 Revolving Credit Agreement replaces the Company’s former Revolving Credit Agreement, dated as of May 12, 2022, among the Company, the Subsidiary Borrowers party thereto, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Several L/C Agent party thereto (the “2022 Revolving Credit Agreement”), which was scheduled to mature in 2027. Capitalized terms not defined herein shall have the meaning ascribed to them in the 2025 Revolving Credit Agreement, a copy of which is filed as Exhibit 10.1 hereto.
The 2025 Revolving Credit Agreement provides a $3,000,000,000 revolving credit facility (the “Revolving Line”) to the Company. Any borrowings under the Revolving Line will accrue interest (i) with respect to loans in US Dollars, at the Alternative Base Rate plus the Applicable Margin or at the Adjusted Term SOFR Rate plus the Applicable Margin, (ii) with respect to loans in Euros, at the Adjusted EURIBOR Rate plus the Applicable Margin, (iii) with respect to loans in Pounds Sterling, at the Adjusted Daily Simple SONIA Rate plus the Applicable Margin and (iv) with respect to loans in Japanese Yen, at the Adjusted TIBOR Rate plus the Applicable Margin. The lenders’ commitments under the Revolving Line will expire on March 26, 2030, and any borrowings under the Revolving Line will mature on such date. The Company’s obligations under the 2025 Revolving Credit Agreement are on an unsecured basis. The proceeds of any borrowings under the 2025 Revolving Credit Agreement will be used to repay any indebtedness under the 2022 Revolving Credit Agreement, to provide ongoing working capital and for other general corporate purposes of the Company and its subsidiaries.
The 2025 Revolving Credit Agreement contains customary covenants restricting, among other things, the incurrence of liens, certain fundamental changes and the lines of business. Each testing period, the Company must comply with minimum consolidated net worth and consolidated total debt ratios.
The foregoing description of the 2025 Revolving Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the 2025 Revolving Credit Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated into this report by reference.
Item 1.02 | Termination of a Material Definitive Agreement. |
In connection with entry into the 2025 Revolving Credit Agreement, the 2022 Revolving Credit Agreement was terminated without penalty and all obligations of the Company under the 2022 Revolving Credit Agreement were released, discharged and satisfied in full.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit No. | Description of Exhibit | |||||||
Revolving Credit Agreement, dated as of March 26, 2025, among Corebridge Financial, Inc., the Subsidiary Borrowers party thereto, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the Several L/C Agent party thereto. | ||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Corebridge Financial, Inc. | ||||||||||||||
Date: | March 27, 2025 | By: | /s/ Polly N. Klane | |||||||||||
Name: | Polly N. Klane | |||||||||||||
Title: | Executive Vice President and General Counsel |