Item 1.01 Entry into a Material Definitive Agreement.



On March 23, 2020, Lowe's Companies, Inc. (the "Company") entered into a
$1.020 billion five-year unsecured revolving credit agreement (the "2020 Credit
Agreement") with the lenders named therein, Bank of America, N.A., as
administrative agent, swing-line lender, and a letter of credit issuer, U.S.
Bank National Association, as syndication agent and a letter of credit issuer,
and Citibank, N.A., Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A., and Wells
Fargo Bank, National Association, as co-documentation agents. In connection with
the 2020 Credit Agreement, the Company terminated all commitments under the
364-Day Credit Agreement, dated as of September 9, 2019, as of March 23, 2020.
Capitalized terms used but not defined herein have the meanings ascribed to such
terms in the 2020 Credit Agreement.
Subject to obtaining commitments from the lenders and satisfying other
conditions specified in the 2020 Credit Agreement, the Company may increase the
aggregate availability under the facility by an additional $250 million.
The Company may request borrowings under the 2020 Credit Agreement that are
denominated in any of the following currencies: U.S. Dollar, Euro, Sterling,
Canadian Dollar and such other currencies as are approved by the administrative
agent and the lenders in accordance with the 2020 Credit Agreement. The Company
must repay the aggregate principal amount of loans outstanding under the 2020
Credit Agreement on the Termination Date in effect at such time (currently March
23, 2025).
Borrowings under the 2020 Credit Agreement will bear interest, at the Company's
option, calculated according to a Base Rate or a Eurocurrency Rate, as the case
may be, plus an applicable margin. Depending on the Company's credit ratings at
the time of the borrowing, the applicable margin on a Base Rate Loan ranges from
0.000% to 0.100% and the applicable margin on a Eurocurrency Rate Loan ranges
from 0.690% to 1.100%. At the Company's current credit ratings, the applicable
margin would be 0.000% for a Base Rate Loan and 0.910% for a Eurocurrency Rate
Loan.
In addition, the Company must pay (i) a facility fee on the lenders' aggregate
commitments under the 2020 Credit Agreement ranging from 0.060% to 0.150% per
annum, depending on the Company's credit ratings, and (ii) a letter of credit
fee for the outstanding letters of credit under the 2020 Credit Agreement
ranging from 0.690% to 1.100% per annum, depending on the Company's credit
ratings. At the Company's current credit ratings, the facility fee would be
0.090% of the aggregate commitments of the lenders (regardless of whether any
borrowings are outstanding), and the letter of credit fee for an outstanding
letter of credit would be computed at 0.910%. As of the date hereof, there are
no outstanding borrowings under the 2020 Credit Agreement.
The 2020 Credit Agreement contains customary representations, warranties, and
covenants for a transaction of this type, including a financial covenant
concerning the ratio of Consolidated Adjusted Funded Debt to Consolidated
EBITDAR, as set forth in the 2020 Credit Agreement. The 2020 Credit Agreement
requires the Company to maintain at the end of each fiscal quarter a
Consolidated Adjusted Funded Debt to Consolidated EBITDAR ratio that does not
exceed 4.00 to 1.00.
The 2020 Credit Agreement also contains customary events of default, including a
cross-default provision and a change of control provision.  In the event of a
default, the administrative agent shall, at the request of, or may, with the
consent of, the required lenders, declare the obligations under the 2020 Credit
Agreement immediately due and payable and the commitments of the lenders may be
terminated.  For certain events of default relating to insolvency and
receivership, the commitments of the lenders are automatically terminated and
all outstanding obligations become due and payable.
The foregoing description of the 2020 Credit Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
2020 Credit Agreement, a copy of which is attached hereto as Exhibit 10.1 and
incorporated herein by reference.
Certain lender parties to the 2020 Credit Agreement and certain of their
respective affiliates have performed in the past, and may from time to time
perform in the future, banking, investment banking and other advisory services
for the Company and its affiliates for which they have received, and/or will
receive, customary fees and expenses.
Item 2.03    Creation of a Direct Financial Obligation or an Obligation under an
             Off-Balance Sheet Arrangement of a Registrant.

The disclosure required by this Item and included in Item 1.01 is incorporated by reference.

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Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.
Exhibit No.    Description
  10.1           Credit Agreement, dated as of March 23, 2020, by and among
               Lowe's Companies, Inc., Bank of America, N.A., as administrative
               agent, swing-line lender, and a letter of credit issuer, U.S. Bank
               National Association, as syndication agent and a letter of credit
               issuer, Citibank, N.A., Goldman Sachs Bank USA, JPMorgan Chase
               Bank, N.A., and Wells Fargo Bank, National Association, as
               co-documentation agents, and the other lenders party thereto.

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