Valero Energy Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On October 16, 2025, Valero Energy Corporation (the “Company”) amended and restated its existing revolving credit agreement dated as of November 22, 2022 to, among other things, extend the maturity from November 22, 2027 to October 16, 2030. The amended and restated credit agreement (the “Credit Facility”) was entered into by and among the Company, JPMorgan Chase Bank, N.A. as Administrative Agent and the other financial institutions party thereto. The Credit Facility provides for a revolving credit facility in an aggregate principal amount of up to $4,000,000,000 with a letter of credit subfacility of up to $2,400,000,000. Revolving commitments under the Credit Facility may be increased by up to $1,500,000,000 for a total revolving commitment of $5,500,000,000.
Borrowings under the Credit Facility bear interest, at the Company’s election, at either (i) the Term SOFR Rate (as defined in the Credit Facility) plus a margin ranging from 0.9% to 1.5% per annum, based upon the Company’s ratings from S&P, Moody’s and Fitch, or (ii) the Alternate Base Rate (as defined in the Credit Facility) plus a margin ranging from 0.0% to 0.5% per annum, based upon the Company’s ratings from S&P, Moody’s and Fitch.
The Credit Facility requires the Company to pay a commitment fee accruing on the daily amount of used and unused commitments of the lenders at a rate ranging from 0.1% to 0.25% per annum, based upon the Company’s ratings from S&P, Moody’s and Fitch.
Interest and commitment fees under the Credit Facility are payable quarterly in arrears (or shorter, if the interest period elected by the Company is shorter than 3 months). In addition to the commitment fee, the Credit Facility also requires the Company to pay customary letter of credit participation and fronting fees to the lenders and a customary agency fee to the Administrative Agent.
The Credit Facility contains various customary affirmative and negative covenants and events of default. Proceeds under the Credit Facility will be used for general corporate purposes.
The foregoing description is not complete and is qualified in its entirety by reference to the Credit Facility which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
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| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 regarding the Credit Facility is incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | ||
| 10.1 | Amended and Restated Revolving Credit Agreement, dated as of October 16, 2025, among Valero Energy Corporation, as Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other financial institutions from time to time party thereto. | |
| 104 | The cover page from the Company’s Current Report on Form 8-K, formatted in Inline XBRL | |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 16, 2025
| VALERO ENERGY CORPORATION | ||
| By: | /s/ Richard J. Walsh | |
| Richard J. Walsh | ||
| Executive Vice President and General Counsel | ||
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