Elanco Animal Health Files 8-K: Material Agreement & Financial Obligations

TL;DR

Elanco (ELAN) signed a big deal on 10/31, creating new financial obligations. Watch for details.

AI Summary

On October 31, 2025, Elanco Animal Health Incorporated entered into a material definitive agreement. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The report includes financial statements and exhibits.

Why It Matters

This 8-K filing signals a significant new agreement and potential financial commitments for Elanco Animal Health, which could impact its future operations and financial health.

Risk Assessment

Risk Level: medium — Material definitive agreements and new financial obligations can introduce significant risks and opportunities that require careful evaluation.

Key Players & Entities

• Elanco Animal Health Incorporated (company) — Registrant
• October 31, 2025 (date) — Date of Earliest Event Reported
• 450 Elanco Circle, Indianapolis, Indiana 46221 (address) — Principal executive offices

FAQ

Key Financial Figures

• $1,100,000,000 — an aggregate principal amount equal to $1,100,000,000 with a maturity date of October 31, 203
• $540,000,000 — ans in an aggregate principal amount of $540,000,000 with a maturity date of October 31, 203

Filing Documents

• tm2529998d1_8k.htm (8-K) — 33KB
• tm2529998d1_ex10-1.htm (EX-10.1) — 2257KB
• 0001104659-25-105246.txt ( ) — 2957KB
• elan-20251031.xsd (EX-101.SCH) — 3KB
• elan-20251031_def.xml (EX-101.DEF) — 27KB
• elan-20251031_lab.xml (EX-101.LAB) — 36KB
• elan-20251031_pre.xml (EX-101.PRE) — 26KB
• tm2529998d1_8k_htm.xml (XML) — 5KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement. On October 31, 2025, Elanco Animal Health Incorporated (the "Company") entered into Amendment No. 3 to Credit Agreement ("Amendment No. 3"), by and among the Company, as borrower, Elanco US Inc., as co-borrower, Elanco Financing (Netherlands) B.V., as Dutch borrower, the subsidiary loan parties party thereto, the lenders and the issuing banks party thereto, JPMorgan Chase Bank, N.A., as administrative agent and U.S. and Canadian collateral agent, and Wilmington Trust, National Association, as non-U.S. and non-Canadian collateral agent and security trustee relating to its senior secured first lien credit facility. Amendment No. 3 amended the Credit Agreement, dated as of August 1, 2020 (the "Credit Agreement") to, among other things, refinance a portion of the outstanding term loans under the Existing Credit Agreement by (i) obtaining new U.S. dollar-denominated term loans in an aggregate principal amount equal to $1,100,000,000 with a maturity date of October 31, 2032 (the "2025 TLB Loans"), (ii) providing a new tranche of euro-denominated senior secured term loans in an aggregate principal amount of 400,000,000 with a maturity date of April 30, 2029 (the "2025 Euro TLA Loans"), (iii) providing a new tranche of farm credit term loans in an aggregate principal amount of $540,000,000 with a maturity date of October 31, 2032 (the "2025 Farm Credit Loans" and, together with the 2025 TLB Loans and the 2025 Euro TLA Loans, the "2025 Refinancing Facilities") and (iv) making certain other changes to the covenants and terms of the Credit Agreement. Proceeds of the 2025 Refinancing Facilities, plus cash on hand were used (a) to refinance all outstanding borrowings under the Company's term loan B credit facility due 2027 and (b) to pay related fees and expenses. The foregoing description does not purport to be complete and is qualified in its entirety by reference to Amendment No. 3 filed as Exhibit 10.1 to this Curren

03 Creation of a Direct Financial Obligation or an Obligation

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 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Amendment No. 3, dated as of October 31, 2025, to the Credit Agreement, dated as of August 1, 2020, by and among Elanco Animal Health Incorporated, as borrower, Elanco US Inc., as co-borrower, Elanco Financing (Netherlands) B.V., as Dutch borrower, the subsidiary loan parties party thereto, the lenders and issuing banks party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent and U.S. and Canadian collateral agent and Wilmington Trust, National Association, as non-U.S. and non-Canadian collateral agent and security trustee. 104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES 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. Elanco Animal Health Incorporated Date: November 3, 2025 By: /s/ Shiv O'Neill Name: Shiv O'Neill Title: Executive Vice President, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR