Loar Holdings Inc. Amends 8-K Filing on Acquisition and Debt

TL;DR

Loar Holdings filed an 8-K/A amendment on Dec 23, 2025, updating details on a material agreement, acquisition, and new debt.

AI Summary

Loar Holdings Inc. filed an amendment (8-K/A) on December 29, 2025, to its previous filing dated December 23, 2025. This amendment pertains to the completion of an acquisition or disposition of assets, the entry into a material definitive agreement, and the creation of a direct financial obligation. The filing also includes Regulation FD disclosures and financial statements/exhibits.

Why It Matters

This amendment provides updated details on Loar Holdings' significant corporate actions, including acquisitions and financial obligations, which are crucial for investors to understand the company's evolving structure and financial commitments.

Risk Assessment

Risk Level: medium — Amendments to 8-K filings, especially those concerning material agreements, acquisitions, and financial obligations, can indicate significant corporate changes that may carry inherent risks.

Key Players & Entities

• Loar Holdings Inc. (company) — Registrant
• December 23, 2025 (date) — Earliest event reported date
• December 29, 2025 (date) — Filing date of amendment
• Delaware (jurisdiction) — State of Incorporation
• 20 New King Street, White Plains, New York (address) — Business and Mail Address

FAQ

Key Financial Figures

• $0.01 — ch registered Common stock, par value $0.01 per share LOAR New York Stock Excha
• $367 million — of the aggregate cash consideration of $367 million plus the assumption of net debt to EUR
• $445 million — an aggregate principal amount equal to $445 million for purposes of (i) paying a portion of

Filing Documents

• ck0002000178-20251223.htm (8-K/A) — 61KB
• ck0002000178-ex10_1.htm (EX-10.1) — 2407KB
• ck0002000178-ex99.htm (EX-99) — 14KB
• 0001193125-25-332703.txt ( ) — 2918KB
• ck0002000178-20251223.xsd (EX-101.SCH) — 25KB
• ck0002000178-20251223_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On December 23, 2025, Loar Holdings Inc. (the " Registrant, " " we ," " us " or " our "), Loar Group Inc. (" Loar Group "), certain subsidiary guarantors, certain lenders, First Eagle Alternative Credit, LLC, as administrative agent for the lenders and as collateral agent for the secured parties, and Citibank, N.A., as the revolving administrative agent, entered into the Nineteenth Amendment to Credit Agreement (the " Credit Agreement Amendment " and the existing credit agreement as amended thereby, the " Credit Agreement ") pursuant to which, among other things, the Registrant amended its existing credit agreement to make available to Loar Group an incremental term loan in an aggregate principal amount equal to $445 million for purposes of (i) paying a portion of the consideration payable by it pursuant to the terms of that certain securities purchase agreement (the " Purchase Agreement ") by and among the Registrant, Loar Group and Ace Aro Partenaires, a socit de libre partenariat organized under the laws of France (" AAP Support " and " AAP Plateforme "), AAP Side-Car LMB FUND, a fund represented by its management company, Tikehau Investment Management, a socit par actions simplifie organized under the laws of France , Thomas Bernard, a French citizen, Amundi Private Equity Funds, and certain other persons (collectively, " Sellers "), pursuant to which it agreed to acquire all of the issued and outstanding equity interests of ASC3 LMB Topco, a socit par actions simplifie organized under the laws of France (the " Topco ") and ASC3 LMB FinCo, a socit par actions simplifie organized under the laws of France (" FinCo ", and, together with Topco and their direct and indirect subsidiaries, " LMB ")), (ii) paying fees and expenses incurred in connection with the foregoing, and (iii) otherwise to fund working capital and general corporate purposes. The Credit Agreement contains representations and warranties, covena

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. As previously disclosed in a Current Report on Form 8-K filed by the Registrant with the U.S. Securities and Exchange Commission on March 7, 2025, Loar Group , a wholly owned subsidiary of the Registrant, entered into the Purchase Agreement with Sellers, pursuant to which it agreed to acquire all of the issued and outstanding equity interests of LMB. Founded over 60 years ago, LMB is a global specialty player in the design and production of tailor-made high-performance fans and motors. Leveraging its many decades of expertise and proprietary designs, LMB provides the market with 2000+ unique fans, blowers, motors and specialized rotating machines. On December 23, 2025, upon the terms and subject to the conditions set forth in the Purchase Agreement, Loar Group completed its acquisition of LMB from Sellers. The aggregate cash consideration paid to Sellers was EUR 367 million plus the assumption of net debt. The acquisition was financed through cash on hand and borrowing available under the Credit Agreement. The above description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the form of Purchase Agreement, a copy of which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by reference . 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 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On December 26, 2025, the Registrant issued a press release announcing the completion of its acquisition of LMB from Sellers. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference. The information in this Item 7.01 and in the accompanying Exhibit 99.1 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 10.1 Nineteenth Amendment to Credit Agreement, dated as of December 23, 2025, by and among Loar Group Inc., Loar Holdings Inc., the other guarantors party thereto from time to time, the lenders party thereto from time to time, First Eagle Alternative Credit, LLC, as administrative agent for the lenders and as collateral agent for the secured parties, and Citibank, N.A., as the revolving administrative agent. EX-10.1 10.2 Form of Securities Purchase Agreement, by and among Loar Holdings Inc., Loar Group Inc., Ace Aro Partenaires, AAP Side-Car LMB FUND, Thomas Bernard, Amundi Private Equity Funds and certain other persons (incorporated by reference to Exhibit 10.3 to Amendment No. 1 to the Current Report on Form 8-K/A filed by Loar Holdings Inc. with the Securities and Exchange Commission on February 25, 2025) 99.1 Press Release, dated December 26, 2025. EX-99 104 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. Date: December 29, 2025 By: /s/ Glenn D'Alessandro Glenn D'Alessandro, Treasurer and Chief Finanical Officer

View Full Filing

View this 8-K/A filing on SEC EDGAR