Itron, Inc. Files 8-K for Material Definitive Agreement

TL;DR

ITRN filed an 8-K for a material definitive agreement - big financial move incoming.

AI Summary

On September 25, 2025, Itron, Inc. entered into a material definitive agreement, likely related to a financial obligation. The company, headquartered in Liberty Lake, WA, filed this Form 8-K to report this significant event.

Why It Matters

This filing indicates a significant new financial commitment or agreement for Itron, Inc., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new financial obligations or strategic shifts that carry inherent risks.

Key Players & Entities

• Itron, Inc. (company) — Registrant
• September 25, 2025 (date) — Date of earliest event reported
• Liberty Lake, WA (location) — Company Headquarters

FAQ

Key Financial Figures

• $750 million — the Credit Facilities) in the amount of $750 million. The Credit Agreement consists of a mul
• $300 m — of credit sub-facility in the amount of $300 million, and a swingline sub-facility in
• $50 million — swingline sub-facility in the amount of $50 million. The Revolver will be used for working
• $150 million — Company with consideration of at least $150 million. The Credit Agreement requires certain

Filing Documents

• f8k_092625.htm (8-K) — 31KB
• exh_41.htm (EX-4.1) — 1281KB
• wflogo.jpg (GRAPHIC) — 2KB
• 0001171843-25-006146.txt ( ) — 1752KB
• itri-20250925_lab.xml (EX-101.LAB) — 33KB
• itri-20250925_pre.xml (EX-101.PRE) — 22KB
• itri-20250925.xsd (EX-101.SCH) — 3KB
• f8k_092625_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement . On September 25, 2025, Itron, Inc. (the Company) entered into a third amended and restated credit agreement (the Credit Agreement) providing for committed credit facilities (the Credit Facilities) in the amount of $750 million. The Credit Agreement consists of a multi-currency revolving line of credit (the Revolver) in the amount of $750 million. The Revolver includes a standby letter of credit sub-facility in the amount of $300 million, and a swingline sub-facility in the amount of $50 million. The Revolver will be used for working capital and general corporate purposes, as well as a facility for the issuance of letters of credit. The Credit Agreement amends and restates, in its entirety, the Company's amended and restated credit agreement dated January 5, 2018. Any outstanding principal under the Revolver is due at maturity on September 25, 2030. Principal amounts paid prior to the maturity date may be reborrowed prior to such date. However, that date may be advanced to April 15, 2030 if Itron does not settle or extend a sufficient portion of its outstanding convertible notes, as detailed in the Credit Agreement. Under the Credit Agreement, the Company may elect applicable market interest rates for any outstanding revolving loans. The Company also pays an applicable margin, which is based on its total net leverage ratio as defined in the Credit Agreement. The applicable rates per annum may be based on the following: (1) the Term Secured Overnight Financing Rate (SOFR), plus an applicable margin or (2) the Alternate Base Rate, plus an applicable margin. The Alternate Base Rate election is equal to the greatest of three rates: (i) the prime rate, (ii) the Federal Reserve effective rate plus 0.50%, or (iii) SOFR plus 1.00%. Committed amounts not borrowed under the Revolver are subject to a commitment fee (paid quarterly in arrears). The spreads applicable to SOFR and the annual committee fee rates are, as fol

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Third Amended and Restated Credit Agreement dated September 25, 2025 among Itron, Inc. and a syndicate of banks led by Wells Fargo Bank, National Association, JPMorgan Chase Bank, N.A., and BNP Paribas 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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. ITRON, INC. By: /s/ JOAN S. HOOPER Dated: September 29, 2025 Joan S. Hooper Senior Vice President & Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR