AAON, Inc. filed a Form 8-K on November 13, 2026, disclosing that on November 10, 2026, the company entered into a Second Amended and Restated Loan Agreement with a syndicate of seven lenders, adding a $250.0 million term loan facility and extending a $600.0 million revolving credit facility.

Key Highlights

  • New term loan: The 2026 Loan Agreement adds a $250.0 million term loan facility.
  • Revolving credit extended: The existing $600.0 million revolving credit facility was extended, with both facilities maturing on November 10, 2031.
  • Accordion cap increased: The aggregate cap on the accordion feature increased from $100.0 million to $350.0 million.
  • Lender syndicate: Seven lenders are party to the agreement: BOKF, NA dba Bank of Oklahoma, Wells Fargo Bank, Bank of America, U.S. Bank, PNC Bank, Associated Bank, and Regions Bank, with BOKF as administrative agent.
  • Leverage ratio requirement: The company must maintain a consolidated leverage ratio of less than 3.50 to 1.00 during an Acquisition Holiday and less than 3.00 to 1.00 otherwise.
  • Fixed charge coverage ratio: The company is required to maintain a fixed charge coverage ratio of no less than 1.20 to 1.00, calculated quarterly beginning December 31, 2026.
  • Prior agreement replaced: The 2026 Loan Agreement replaces the prior Amended and Restated Loan Agreement dated November 24, 2021.

AAON Enters Second Amended Loan Agreement with Seven-Bank Syndicate

According to the filing, AAON, Inc. (NASDAQ:AAON), together with its wholly-owned subsidiaries AAON Coil Products, Inc. and BASX, Inc., entered into the Second Amended and Restated Loan Agreement (the "2026 Loan Agreement") effective November 10, 2026. The borrowing parties are described in the filing as operating under the collective name "The Aaon Group," with the Nevada parent corporation as registrant. The agreement replaces the prior Amended and Restated Loan Agreement dated November 24, 2021.

The 2026 Loan Agreement, as described in the filing, establishes two credit facilities: a newly added $250.0 million term loan facility and a $600.0 million revolving credit facility, both maturing on November 10, 2031. The filing also discloses that the aggregate accordion cap was increased from $100.0 million to $350.0 million. BOKF, NA dba Bank of Oklahoma serves as the administrative agent for the lender group, which also includes Wells Fargo Bank, Bank of America, U.S. Bank, PNC Bank, Associated Bank, and Regions Bank.

The filing states that the 2026 Loan Agreement contains certain financial covenants, including a consolidated leverage ratio and a fixed charge coverage ratio, to be calculated at the end of each quarter beginning December 31, 2026. The company disclosed that it must maintain a consolidated leverage ratio of less than 3.50 to 1.00 during an Acquisition Holiday and less than 3.00 to 1.00 otherwise, as well as a fixed charge coverage ratio of no less than 1.20 to 1.00. The filing notes that the description "does not purport to be complete" and is qualified by reference to the full agreement attached as Exhibit 99.2.

What Was Disclosed

AAON, Inc. reported entering into a Second Amended and Restated Loan Agreement on November 10, 2026, adding a $250.0 million term loan and extending a $600.0 million revolver, both maturing in 2031, while increasing the accordion cap and setting specific financial covenant thresholds.