01—Abstract
Summary
Summary of the 8-K filed October 21, 2025. Cited figures are marked; the original filing is the authoritative source.
The Hershey Company entered into a new Five Year Credit Agreement dated as of October 21, 2025, with Bank of America, N.A. as administrative agent and a group of co-syndication agents, co-documentation agents and joint lead arrangers.
The agreement establishes an unsecured revolving credit facility allowing the Company to borrow up to $1.875 billiona, with an option to increase total commitments by up to $1.0 billion with Lender consent. Borrowed funds may be used for general corporate and other purposes, and advances may be repaid without penalty at any time before the agreement's last day. On the same date, the Company terminated its existing Five Year Credit Agreement dated April 26, 2023 (the Prior Facility), which provided an unsecured revolving facility of up to $1.35 billion with an option to increase commitments by up to $500 million with lender consent.
The new facility is therefore $525 millionb larger in base commitments than the Prior Facility, based on the amounts stated in the filing. The new agreement includes a financial covenant requiring the ratio of pre-tax income from continuing operations for the most recent four fiscal quarters to consolidated interest expense for the same period to be at least 2.0 to 1.0 at the end of each fiscal quarter.
It also contains customary representations, warranties, affirmative and negative covenants, and events of default, under which Lenders holding a majority of commitments may accelerate repayment and terminate lending commitments. The Company may extend the termination date for up to two additional one-year periods upon notice to the administrative agent.
02—Key points
Key Highlights
- New unsecured revolving credit facility of up to $1.875 billion under a Five Year Credit Agreement dated October 21, 2025
- Option to increase aggregate commitments by up to $1.0 billion with Lender consent
- Prior Five Year Credit Agreement dated April 26, 2023, providing up to $1.35 billion, was terminated on the same date
- Financial covenant requires a ratio of four-quarter pre-tax income from continuing operations to consolidated interest expense of at least 2.0 to 1.0 at each fiscal quarter end
- Lenders holding a majority of commitments may accelerate repayment and terminate commitments upon a Company default
- Company may extend the termination date for up to two additional one-year periods
- Bank of America, N.A. serves as administrative agent; JPMorgan Chase Bank, N.A., Citibank, N.A., Royal Bank of Canada and U.S. Bank National Association are among the arrangers and agents
03—Questions
Frequently Asked Questions
How much can The Hershey Company borrow under its new credit facility?
The Company may borrow up to $1.875 billion under the new unsecured revolving credit facility, with an option to increase aggregate commitments by up to $1.0 billion with the consent of the Lenders.
What happened to the prior credit facility?
On October 21, 2025, the Company terminated its existing Five Year Credit Agreement dated April 26, 2023, which had provided an unsecured revolving facility of up to $1.35 billion with an option to increase commitments by up to $500 million with lender consent.
What financial covenant applies to the new credit agreement?
The ratio of pre-tax income from continuing operations for the most recent four fiscal quarters to consolidated interest expense for the same period may not be less than 2.0 to 1.0 as of the end of each fiscal quarter.
What can the Lenders do if the Company defaults?
Lenders holding a majority of the commitments may accelerate payment of outstanding advances, interest and other amounts payable, and terminate each Lender's obligation to make advances.
How can the Company use funds borrowed under the new facility?
Funds borrowed may be used for general corporate and other purposes as specified in the Credit Agreement, and advances may be repaid without penalty at any time prior to the last day of the agreement.
04—Continue