UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On April 2, 2026, Westlake Corporation (“Westlake”) entered into a credit agreement (the “Credit Agreement”), by and among Westlake, the lenders from time to time party thereto (collectively, the “Lenders”), the issuing banks party thereto and JPMorgan Chase Bank, National Association, as administrative agent. Under the Credit Agreement, the Lenders have committed to provide an unsecured revolving credit facility in an aggregate principal amount of up to $1.5 billion. The new revolving credit facility replaces Westlake’s previous $1.5 billion revolving credit facility pursuant to the credit agreement, dated as of June 9, 2022 (the “Previous Credit Agreement”), by and among Westlake, the lenders from time to time party thereto, the issuing banks party thereto and JPMorgan Chase Bank, National Association, as administrative agent. The Credit Agreement became effective in accordance with its terms on April 2, 2026, and the Previous Credit Agreement was terminated on April 2, 2026.
Any borrowings under the Credit Agreement will bear interest, at Westlake’s option, at either (a) the Term SOFR rate plus a spread ranging from 1.000% to 1.625% that will vary depending on the credit rating of Westlake or (b) ABR plus a spread ranging from 0.000% to 0.625% that will vary depending on the credit rating of Westlake. The Credit Agreement also requires an undrawn commitment fee ranging from 0.090% to 0.200% that will vary depending on the credit rating of Westlake. The Credit Agreement will mature on April 2, 2031.
The Credit Agreement includes a $150 million sub-limit for letters of credit, and any outstanding letters of credit will be deducted from availability under the facility. The Credit Agreement also provides for a discretionary $50 million commitment for swingline loans to be provided on a same-day basis. Westlake may also increase the size of the facility, in increments of at least $25 million, up to a maximum of $500 million, subject to certain conditions and if certain Lenders agree to commit to such an increase.
The Credit Agreement contains customary affirmative and negative covenants, including a quarterly total leverage ratio financial maintenance covenant. The Credit Agreement also contains customary events of default, and if and for so long as certain events of default have occurred and are continuing, any overdue amounts outstanding under the Credit Agreement will accrue interest at an increased rate, the Lenders can terminate their commitments thereunder and payments of any outstanding amounts could be accelerated by the Lenders.
The Credit Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement.
| Item 1.02. | Termination of a Material Definitive Agreement. |
The information set forth in Item 1.01 regarding the termination of the Previous Credit Agreement is incorporated herein by reference. Westlake did not incur any costs or penalties with respect to the termination of the Previous Credit Agreement.
For more information regarding the terms and conditions of the Previous Credit Agreement, please see Westlake’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 9, 2022, which information is incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 above is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Agreements included as exhibits are included only to provide information to investors regarding their terms. Agreements listed below may contain representations, warranties and other provisions that were made, among other things, to provide the parties thereto with specified rights and obligations and to allocate risk among them, and no such agreement should be relied upon as constituting or providing any factual disclosures about Westlake and its subsidiaries, any other persons, any state of affairs or other matters.
| Exhibit Number |
Description | |
| 10.1 | Credit Agreement dated as of April 2, 2026, by and among Westlake Corporation, the lenders from time to time party thereto, the issuing banks party thereto and JPMorgan Chase Bank, National Association, as Administrative Agent, relating to a $1.5 billion senior unsecured revolving credit facility. | |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 6, 2026
| WESTLAKE CORPORATION | ||
| By: | /s/ L. Benjamin Ederington | |
| Name: | L. Benjamin Ederington | |
| Title: | Executive Vice President, Legal and External Affairs | |