TERM LOAN CREDIT AGREEMENT

Signed Sep 18, 2026

Committed: $4bn
Matures: n/a
Agent: CITIBANK, N.A.

Tranche	Size	Matures	Margin
Tranche 1	$2bn	n/a	75–125 bps
Tranche 2	$2bn	n/a	75–125 bps

Priced over Term SOFR, floor 0 bps (Term Loan A).

Level	Condition	Margin	Unused fee
Level LEVEL I	Long-Term Senior Unsecured Debt rated at least A by S&P or A2 by Moody’s	75 bps	n/a
Level LEVEL II	Long-Term Senior Unsecured Debt rated at least A- by S&P or A3 by Moody’s but less than the Debt Rating in Level I	88 bps	n/a
Level LEVEL III	Long-Term Senior Unsecured Debt rated at least BBB+ by S&P or Baa1 by Moody’s but less than the Debt Rating in Level II	100 bps	n/a
Level LEVEL IV	Long-Term Senior Unsecured Debt rated at least BBB by S&P or Baa2 by Moody’s but less than the Debt Rating in Level III	113 bps	n/a
Level LEVEL V	Long-Term Senior Unsecured Debt rated less than or equal to BBB- by S&P or Baa3 by Moody’s	125 bps	n/a

Lenders: CITIBANK, N.A., BOFA SECURITIES, INC., HSBC SECURITIES (USA) INC., MORGAN STANLEY SENIOR FUNDING, INC., WELLS FARGO SECURITIES, LLC

CovenantTestedHeadroomLimit now

Tested quarterlyHeadroom not yet measured4.00x

The Parent will maintain as of the last day of each Measurement Period (commencing with the last day of the first Fiscal Quarter ending on or after the Closing Date) a ratio of Consolidated Adjusted EBITDA to Consolidated Interest Expense of not less than 4.0 to 1.0.

Read the filing on sec.gov ↗

Tested quarterlyHeadroom not yet measured4.75x

From on the last day of each of the first and second full consecutive Fiscal Quarters ending after the Closing Date · 4.50x
From on the last day of the third full consecutive Fiscal Quarter ending after the Closing Date · 4.25x
From on the last day of the fourth and fifth full consecutive Fiscal Quarters ending after the Closing Date · 4.00x
From on the last day of the sixth and seventh full consecutive Fiscal Quarters ending after the Closing Date · 3.75x
From on the last day of the eighth full consecutive Fiscal Quarter ending after the Closing Date and the last day of each Fiscal Quarter ending thereafter · 3.50x

The Parent will maintain as of the last day of the Measurement Period commencing with the first Fiscal Quarter end date occurring on or after the Closing Date, a Consolidated Leverage Ratio of not more than (i) on the last day of the Fiscal Quarter during which the Closing Date occurs, 4.75 to 1.00

Read the filing on sec.gov ↗

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