Key Highlights

● Tesla signed three senior unsecured facilities totaling $30.0 billion, with no loans outstanding under them as of September 29, 2026.

● The $20.0 billion delayed draw term Loan matures September 29, 2029 and allows up to ten draws over 18 months.

● An $8.0 billion five-year revolver and a $2.0 billion 364-day revolver complete the package, with Wells Fargo as administrative agent.

● Tesla terminated its January 2023 revolving Credit agreement with nothing outstanding and no early termination penalties, the filing states.

Tesla, Inc. (NASDAQ:TSLA) entered into three new senior unsecured credit facilities totaling $30.0 billion on September 29, 2026, and ended a $5.0 billion revolving credit agreement it had signed in January 2023. The company reported the transactions in an 8-K under Items 1.01, 1.02 and 2.03. The filing states that no loans were outstanding under the new facilities as of September 29, 2026.

The Three New Facilities

The largest is a $20.0 billion delayed draw term loan Facility with Citibank, N.A. as administrative agent. It is a three-year facility maturing September 29, 2029. According to the filing, Tesla may make up to ten draws during an 18-month period after closing. Undrawn commitments are scheduled to step down over that period, to $10.0 billion at the first anniversary and $5.0 billion at the 15-month mark, and any remaining commitments terminate at 18 months.

The second is an $8.0 billion five-year revolving facility with Wells Fargo Bank, National Association as administrative agent, maturing September 29, 2031. It allows borrowings in U.S. dollars, pounds sterling and euros, and includes a letter of credit sublimit of up to $500 million in aggregate. Tesla may request up to two one-year extensions of this facility.

The third is a $2.0 billion 364-day revolving facility, also with Wells Fargo as administrative agent, maturing September 28, 2027 and available in U.S. dollars only. Tesla may extend the Maturity of all or part of the loans outstanding for an additional year. The filing says commitments across the revolving facilities may be increased by up to $4.0 billion, to a maximum of $14.0 billion in aggregate.

Pricing, Fees and Covenants

U.S. dollar borrowings bear interest at a variable rate based on Term SOFR or an alternate base rate, plus an applicable Margin that depends on the rating of Tesla's senior unsecured long-term indebtedness. Sterling borrowings under the five-year facility are based on SONIA and euro borrowings on adjusted EURIBOR, each plus the applicable margin. The 8-K does not state the margin percentages.

Tesla will pay a quarterly commitment fee on daily unused commitments under the revolving credit agreements and a quarterly ticking fee on daily undrawn commitments under the delayed draw term loan agreement, with both rates tied to its Debt ratings. Proceeds "may be used for general corporate purposes or for any other purpose not otherwise prohibited by the applicable Credit Agreement." The filing does not identify a specific planned use of any borrowings.

The credit agreements contain customary covenants, including limits on liens and on indebtedness incurred by restricted subsidiaries, and a requirement that Tesla maintain "at least $5.0 billion of consolidated liquidity." They also contain customary events of default. If one occurs, the lenders may terminate their commitments and Demand immediate payment of all amounts outstanding under the applicable agreement.

The Terminated Revolving Credit Agreement

Under Item 1.02, Tesla reported that it terminated its existing revolving credit agreement dated January 20, 2023, which provided $5.0 billion of commitments, named Citibank, N.A. as administrative agent and was scheduled to mature on January 20, 2028. The termination took effect September 29, 2026. No amounts were outstanding at that time, and the filing says Tesla incurred no early termination penalties. It also notes that some of the lenders under the terminated agreement, or their affiliates, are lenders under the new credit agreements.

Item 2.03, which covers the creation of a direct financial obligation, incorporates the Item 1.01 disclosure by reference and adds no separate details.

Tesla's 18-Month Draw Window on New Credit

Because no borrowings were outstanding at signing, the practical effect depends on whether and when Tesla draws on the facilities. The delayed draw term loan has a defined 18-month draw window with scheduled commitment reductions, and the 364-day revolver matures September 28, 2027 unless extended. Tesla's future periodic reports would be where any borrowings under these facilities, and compliance with the Liquidity covenant, are disclosed. Lender syndicate details and interest margins are not stated in the filing.