01—Abstract
Summary
Summary of the 8-K filed June 5, 2026. Cited figures are marked; the original filing is the authoritative source.
On June 5, 2026, Brown & Brown, Inc. (NYSE: BRO) entered into a Third Amended and Restated Credit Agreement that replaces its October 27, 2021 credit agreement.
The new facility expands the revolving credit line from $800 million to $1,250 milliona and extends its maturity to June 5, 2031. It also adds two term loan tranches of $250 million each: a Term A-1 loan maturing June 5, 2029, and a Term A-2 loan maturing June 5, 2031. As of the filing date, $825 million was outstanding under the facilities.
For investors, the key takeaways are the increased liquidity headroom and the longer maturity profile. The revolver upsizing of $450 millionb, combined with $500 million of new term debt capacity, gives the company significant flexibility for acquisitions, which have historically been a core part of Brown & Brown's growth strategy, as well as for general corporate purposes. Extending maturities to 2031 reduces near-term refinancing risk.
The filing does not disclose pricing, spreads, or covenant specifics, so the impact on interest expense cannot yet be assessed. The filing also indicates that the company's lending group includes major banks that maintain other commercial relationships with Brown & Brown, including cash management, letter of credit, and investment banking services. The full agreement will be filed as an exhibit to the Form 10-Q for the quarter ending June 30, 2026, at which point pricing, covenants, and the terms of the term loans can be reviewed in detail.
02—Key points
Key Highlights
- Revolving credit facility increased from $800 million to $1,250 million, a $450 million (56%) increase in capacity
- Revolver maturity extended to June 5, 2031
- Two new term loans totaling $500 million: $250 million Term A-1 due June 5, 2029 and $250 million Term A-2 due June 5, 2031
- $825 million outstanding under the facilities as of the filing date, leaving meaningful undrawn revolver capacity
- Agreement amends and restates the October 27, 2021 credit agreement, with JPMorgan Chase Bank, N.A. as administrative agent and a broad syndicate of co-agents and co-documentation agents
- Full terms, including pricing and covenants, to be disclosed in the Q2 2026 Form 10-Q, so detailed pricing terms are not yet public
- Filing reported under Item 1.01 (material definitive agreement) and Item 2.03 (direct financial obligation)
03—Questions
Frequently Asked Questions
How much total borrowing capacity does Brown & Brown now have under its credit facilities?
The revolving credit facility is $1,250 million, and the company has access to $500 million in term loans ($250 million Term A-1 and $250 million Term A-2), for total committed facilities of up to $1,750 million. As of the filing date, $825 million was outstanding across the facilities.
Why did Brown & Brown upsize its credit facility?
The filing does not state a specific purpose. Upsizing the revolver and adding term loans typically provides additional liquidity for acquisitions, share repurchases, debt refinancing, and general corporate needs. Given Brown & Brown's history of growth through acquisitions, that is a likely use, but the company has not confirmed it in this filing.
When do the new debt facilities mature?
The revolving credit facility and the Term A-2 loan both mature on June 5, 2031. The Term A-1 loan matures earlier, on June 5, 2029.
Does this transaction change the company's debt levels?
The agreement itself does not change the amount outstanding, which was $825 million at filing. It increases the maximum amount the company can borrow, and the term loans may add to total debt if drawn. Item 2.03 notes the creation of a direct financial obligation, so the company will report the resulting obligations in its financial statements.
Where can investors find the complete terms of the new credit agreement?
The full Third Amended and Restated Credit Agreement will be filed as an exhibit to the company's Form 10-Q for the quarter ending June 30, 2026. That filing should include pricing, covenants, and events of default.
04—Continue