Form 8-K · Current report
Invesco 8-K, filed Oct 27, 2026
- Filed
- CIK
- 0000914208
- Accession no.
- 0000914208-26-000367
Summary
Invesco repurchased $1.5 billion of its 5.9% Fixed Rate Non-Cumulative Perpetual Series A preferred shares from Massachusetts Mutual Life Insurance Company at a 12.5% premium on the $1,000 per-share liquidation preference, funded by a $1.5 billion unsecured five-year term loan borrowed on October 26, 2026 by its subsidiary Invesco Finance, Inc. The loan, guaranteed by Invesco and administered by Bank of America, matures October 26, 2031, and the accompanying amendment to the shareholder agreement lowers the preferred liquidation preference MassMutual must hold to $1 billion from $2 billion for one governance ownership test.
Key points
- MassMutual, which owns roughly 18.5% of Invesco's common shares, will hold $1 billion in aggregate liquidation preference of the preferred stock after the repurchase.
- The term loan amortizes at 2.5% per quarter beginning on the third anniversary of closing, with the balance due at maturity, and can be increased to as much as $2.0 billion under certain conditions if lenders commit.
- Interest is based on Term SOFR or a base rate plus a margin set by Invesco's or Invesco Finance PLC's credit ratings — currently 1.350% for SOFR loans and 0.350% for base rate loans.
- The credit agreement requires a Debt/EBITDA leverage ratio no greater than 3.25:1.00 and an interest coverage ratio of at least 4.00:1.00.
Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.
Items reported
- 1.01Entry into a Material Definitive Agreement
- 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
- 9.01Financial Statements and Exhibits
From the filing
Item 1.01 Entry Into a Material Definitive Agreement. On October 23, 2026, Invesco Ltd. (the “Company”) entered into a Preferred Share Repurchase Agreement (the “Repurchase Agreement” and, together with the Term Loan Agreement, Company Guaranty and Amendment to the Shareholder Agreement (each as defined and described below), each, a “Material Agreement” and collectively, the “Material Agreements”) with Massachusetts Mutual Life Insurance Company (“MassMutual”). On October 26, 2026 (the “Closing Date”), the Company and its indirect subsidiary, Invesco Finance, Inc. …
An excerpt of the text as filed with the SEC, cut for length.
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