HA Sustainable Infrastructure Expands Credit Facility to $2.25 Billion With Extended 5-Year Term

Major Refinancing Strengthens Liquidity and Extends Debt Maturity Profile

HA Sustainable Infrastructure Capital announced the execution of two new credit facilities that materially enhance the company's financial flexibility and liquidity position. The $2.25 billion revolving credit facility represents a $425 million increase in available borrowing capacity compared to the company's previous $1.825 billion unsecured revolving credit agreement established in April 2024. The extended maturity date of July 2031 provides the company with three additional years of debt coverage beyond the April 2028 maturity of the prior facility. This combination of increased size and lengthened maturity addresses both near-term operational needs and longer-term capital planning requirements for the sustainable infrastructure company.

The refinancing involves 18 relationship bank lenders, each of which participated in the prior credit facility and has committed to the new arrangement. JPMorgan Chase Bank, N.A. serves as administrative agent, sole bookrunner, sustainability structuring agent and lead arranger. Additional documentation agents include Citibank, N.A., Coöperatieve Rabobank U.A., Credit Agricole Corporate and Investment Bank, ING Capital LLC, Mizuho Bank, Ltd., Morgan Stanley Senior Funding, Inc., Royal Bank of Canada, Sumitomo Mitsui Banking Corporation and Truist Bank. The continuity of lender participation suggests stable banking relationships and confidence in the company's credit profile.

Interest Rate Improvements Reduce Borrowing Costs Across Facilities

The new revolving credit agreement incorporates favorable pricing compared to its predecessor. The current interest rate spread on drawn amounts stands at 157.5 basis points plus Term SOFR, down from the prior spread of 167.5 basis points plus Term SOFR under the April 2024 facility. This 10 basis point reduction in base spread, combined with removal of the prior 10 basis point uplift that had applied to the old facility, translates to meaningful savings on drawn balances. The commitment fee on undrawn amounts decreased to 27 basis points from 29.5 basis points previously, providing additional cost efficiency on the company's available but undrawn commitment.

The new term loan facility demonstrates even more substantial margin compression. The applicable margin on principal amounts under the new $400 million term loan agreement stands at 1.45% as of the closing date. This margin represents a 33 basis point reduction compared to the weighted average spreads of the two facilities being replaced. The prior $250 million term loan agreement entered in April 2024 carried a spread of 1.925%, while the $250 million delayed draw term loan facility established in November 2025 bore a spread of 1.65%. The reduction in the combined term loan margin reflects the company's improved credit metrics and competitive refinancing environment.

CarbonCount® Sustainability Pricing Aligns Financial Incentives With Environmental Goals

Both the new revolving credit and term loan facilities incorporate CarbonCount®-based sustainability pricing adjustments, linking borrowing costs to the company's environmental performance achievements. Under the revolving credit agreement, the interest rate margin ranges from 1.25% to 2.125% based on the company's credit rating, with potential adjustments of up to 10 basis points downward if the company achieves specified CarbonCount® performance levels. The commitment fee on undrawn amounts ranges from 0.20% to 0.45% based on credit rating, adjustable by up to 1 basis point in either direction based on CarbonCount® achievement. This structure creates financial incentives for the company to pursue sustainability objectives while maintaining pricing stability based on creditworthiness.

The term loan agreement similarly incorporates margin adjustability up to 10 basis points tied to CarbonCount® levels achieved by the company. The disclosure indicates that the current margin of 1.45% already reflects the sustainability adjustment component built into the pricing framework. By embedding environmental performance metrics into credit facility pricing, the company and its lenders align financial outcomes with sustainability objectives, a structure increasingly common in refinancings of infrastructure companies focused on renewable energy, environmental remediation, or carbon reduction initiatives.

Revolving Facility Replaces Prior April 2024 Credit Agreement

The new $2.25 billion revolving credit facility supersedes the company's previous unsecured credit agreement executed in April 2024 with a $1.825 billion commitment. The prior facility had a maturity date of April 2028, providing only two years of remaining tenor at the time of refinancing. The company terminated the Prior Credit Agreement on July 14, 2026, with no outstanding loans remaining under that facility at termination. All other obligations under the prior agreement had been paid, with the exception of letters of credit previously issued under that facility, which now continue under the new credit agreement without interruption.

The agreement reflects standard terms and conditions for transactions of this type, including customary affirmative and negative covenants, limitations on liens and indebtedness incurrence, restrictions on investments and fundamental organizational changes, controls on asset dispositions and changes in business nature, affiliate transaction limitations, use-of-proceeds specifications, and restrictions on stock repurchases and dividend declarations. The agreement also incorporates customary events of default and remedies provisions. The obligations under the new revolving credit agreement are guaranteed by certain subsidiaries of the company.

Term Loan Consolidation Combines Two Separate Facilities Into Unified Structure

The new $400 million unsecured term loan facility consolidates and replaces two separate term loan arrangements previously maintained by the company. The prior term loan agreement, established in April 2024, carried a $250 million commitment with a 1.925% spread. The delayed draw term loan facility, established in November 2025, provided an additional $250 million commitment with a 1.65% spread. Both facilities were terminated on July 14, 2026, concurrent with the closing of the new unified term loan agreement. The consolidation simplifies the company's debt structure and reduces administrative complexity associated with managing multiple separate term loan facilities.

The new term loan agreement carries a 3-year maturity, providing intermediate-term financing bridge between the company's revolving facility and longer-dated obligations. JPMorgan Chase serves as administrative agent, sole bookrunner and sustainability structuring agent, with Coöperatieve Rabobank U.A., New York Branch and JPMorgan functioning as joint lead arrangers. The term loan incorporates standard provisions applicable to unsecured facilities, including customary covenants, representations and warranties, affirmative and negative covenants, and default provisions. Certain subsidiaries of the company guarantee obligations under this facility.

Pricing Structure Reflects Credit Quality and Refinancing Market Dynamics

The significant reduction in borrowing spreads across both facilities suggests the company's credit quality has improved since the prior facilities were established in April and November 2024. The 10 basis point improvement in the revolving facility spread, combined with the 33 basis point reduction in term loan margins, indicates the refinancing market views the company favorably. These improvements occurred despite prevailing interest rate environments and may reflect improved operational metrics, enhanced sustainability positioning, or reduced perceived risk by the lending syndicate. The continued participation of all 18 prior relationship lenders signals banking sector confidence in the company's ongoing creditworthiness.

The pricing structure balances base rate compensation for credit risk with sustainability-based incentives and market-based benchmarks. All facilities utilize Term SOFR as the floating rate reference, reflecting standard market practice following the transition away from London Interbank Offered Rate benchmarks. The range of potential margins based on credit rating indicates the facilities incorporate rating triggers that may adjust pricing if the company's creditworthiness changes materially. The additional CarbonCount® adjustment mechanism creates a distinct incentive layer separate from traditional credit rating mechanics.

Covenant Package Maintains Standard Credit Discipline Parameters

Both the revolving credit and term loan agreements incorporate customary covenant packages designed to protect lender interests and maintain credit discipline. The disclosure identifies various affirmative covenants, negative covenants, and restrictions on specific corporate activities including incurrence of liens, borrowing of indebtedness beyond facility limits, investment activities, fundamental organizational changes such as mergers or acquisitions, asset dispositions, changes in the nature of the company's business operations, transactions with affiliated parties, and capital allocation decisions including share repurchases and dividend payments. These provisions are described as typical and customary for transactions of this nature.

The agreements include standard events of default and associated remedies provisions, though the disclosure does not detail specific default triggers or available lender remedies. The guarantees by certain company subsidiaries provide lenders with recourse to subsidiary assets and cash flows, enhancing credit quality from a secured position standpoint. The scope of subsidiary guarantees is not specified in the filing, but the arrangement ensures creditor protection beyond the parent company balance sheet alone.

Financial Obligation Recognition and Balance Sheet Implications

The creation of the new credit facilities constitutes direct financial obligations under generally accepted accounting principles, requiring appropriate balance sheet recognition and disclosure in the company's financial statements. The new revolving credit facility, if undrawn, would be reflected as a contingent liability with potential borrowing capacity of $2.25 billion. To the extent the company has drawn on either facility as of the filing date, those drawn amounts would appear as current or long-term debt depending on scheduled maturity, with associated interest expense flowing through the income statement. The company did not disclose whether any amounts have been drawn under the new facilities as of July 14, 2026.

The replacement of the prior facilities eliminates contingent liabilities associated with those agreements. The letter of credit obligations that transitioned from the prior revolving facility to the new revolving facility would continue to be reflected as issued contingent liabilities. The reduction in stated commitment amounts on a combined basis—from $1.825 billion revolving plus $500 million term loan facilities ($2.325 billion total) to $2.25 billion revolving plus $400 million term loan ($2.65 billion total)—actually increases total stated commitments by $325 million, expanding the company's financial flexibility and borrowing capacity ceiling.

Subsidiary Guarantees Strengthen Creditor Position

The obligations of HA Sustainable Infrastructure Capital under both new credit facilities are guaranteed by certain subsidiaries of the company. While the filing does not identify which specific subsidiaries provide guarantees or quantify the materiality of those subsidiary operations relative to consolidated results, the guarantee structure is standard for credit facilities of this size and type. Subsidiary guarantees provide lenders with direct claims against subsidiary assets and operating cash flows, effectively subordinating parent company creditors to the facility lenders with respect to subsidiary assets and earnings. This guarantee structure reduces lender risk by providing multiple obligor entities and diverse asset bases supporting repayment capacity.

The company's disclosure indicates the guarantee language is incorporated in the credit agreements themselves, with full text available for reference in the exhibits filed with this disclosure. The specific scope, timing, and conditions of the subsidiary guarantees are contained in the full agreement text and are qualified by reference to those complete documents rather than by summary description in the current report narrative portions.

Comparable Facility Terms and Competitive Positioning

The new facilities demonstrate competitive terms reflecting HA Sustainable Infrastructure's market position within the sustainable infrastructure financing landscape. The inclusive syndicate of 18 lenders spans major global financial institutions including JPMorgan, Citibank, Rabobank, Credit Agricole, ING, Mizuho, Morgan Stanley, Royal Bank of Canada, Sumitomo Mitsui, and Truist. This diversity of lead arrangers and documentation agents suggests robust demand for exposure to the company's credit and strategic diversification across regional banking systems. The breadth of the lending syndicate typically indicates institutional confidence in both the company and the underlying sustainability infrastructure sector.

The availability of CarbonCount®-based sustainability adjustments reflects evolving lending market practices that recognize environmental performance as a credit-positive attribute. As financial markets increasingly incorporate environmental, social and governance considerations into credit analysis, sustainability-linked credit facilities have become more prevalent. The integration of environmental metrics into pricing mechanisms creates mutual incentives for lenders and borrowers to pursue sustainability objectives while maintaining traditional credit discipline and risk management frameworks.