On May 1, 2026, Crown Castle Inc., a Delaware corporation, entered into a credit agreement ("New Credit Facility") with the lenders and issuing banks from time to time party thereto and JPMorgan Chase Bank N.A., as administrative agent.
The New Credit Facility provides for an unsecured revolving credit facility having aggregate commitments of $4.5 billion and replaces the Existing Credit Agreement (as defined below). The New Credit Facility includes a subfacility for the issuance of letters of credit in an aggregate face amount of up to $100.0 million. As of May 1, 2026, approximately $39.4 million of the New Credit Facility was drawn in the form of letters of credit. The New Credit Facility provides that the Company has the right to seek commitments to provide additional term loan facilities or additional revolving credit commitments in an aggregate principal amount not to exceed an additional $500.0 million. The lenders under the New Credit Facility are not under any obligation to provide any such additional term loan facilities or revolving credit commitments. The proceeds of borrowings under the New Credit Facility may be used for general corporate purposes (including repayment or prepayment of debt and acquisitions and other investments). Letters of credit issued under the New Credit Facility may be used for general corporate purposes.
Borrowings under the New Credit Facility will bear interest at a rate per annum equal to, at the Company's option, either (a) an alternate base rate determined in accordance with the terms of the New Credit Facility or (b) a term secured overnight financing rate (Term SOFR) for the interest period relevant to such borrowing, in each case plus an applicable margin. The applicable margin for borrowings will be determined by reference to a grid based on the Company's senior unsecured debt rating, and such applicable margin will range from 0.000% to 0.375% per annum with respect to base rate borrowings and 0.750% to 1.375% per annum with respect to Term SOFR borrowings. In addition to paying interest on outstanding principal under the New Credit Facility, the Company will be required to pay a commitment fee in respect of the unutilized commitments thereunder, payable quarterly in arrears. Commitment fees will be determined by reference to a grid based on the Company's senior unsecured debt rating, and such commitment fees will range from 0.080% to 0.200%. The Company will be permitted to voluntarily reduce the unutilized portion of the commitment amount and repay outstanding loans under the New Credit Facility at any time without premium or penalty, other than customary ?breakage? costs with respect to Term SOFR loans.
The New Credit Facility will mature on May 1, 2031, and is not subject to amortization or mandatory scheduled commitment reductions. The New Credit Facility requires the Company to maintain compliance with a maximum ratio of consolidated total net debt to consolidated EBITDA of 7.00 to 1.00 (which may be adjusted to 7.50 to 1.00 for the three fiscal quarters following certain qualified acquisitions) and a maximum ratio of consolidated senior secured debt to consolidated EBITDA of 3.50 to 1.00, and places certain restrictions on the ability of the Company and its restricted subsidiaries to, among other things, incur debt and liens; merge, consolidate or liquidate; dispose of assets; enter into hedging arrangements; pay dividends and make other restricted payments; undertake transactions with affiliates; enter into restrictive agreements on dividends and other distributions; change fiscal periods; and designate unrestricted subsidiaries.