UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 | Entry into a Material Definitive Agreement |
On August 6, 2025, Garrett Motion Inc. (the “Company”) entered into Amendment No. 1 (the “First Amendment”) to that certain Amended and Restated Credit Agreement, dated as of January 30, 2025, by and among the Company, Garrett Motion Holdings Inc., Garrett LX I S.à r.l., Garrett Motion Sàrl, the lenders and issuing banks party thereto, and JPMorgan Chase Bank, N.A., as administrative agent (the “Credit Agreement,” and as amended by the First Amendment, the “Amended Credit Agreement”).
The First Amendment (i) reduces the Applicable Rate (as defined in the Amended Credit Agreement) applicable to the U.S. Dollar term loan facility to 2.00% for Term Benchmark Loans (as defined in the Amended Credit Agreement) and 1.00% for ABR Loans (as defined in the Amended Credit Agreement) and (ii) resets the soft call protection of 1.00% for certain repricing transactions applicable to the U.S. Dollar term loan facility for six months after the effective date of the First Amendment. The other material terms of the Credit Agreement remain unchanged.
The description of the First Amendment contained in this Item 1.01 does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the First Amendment which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.
| 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 under Item 1.01 is hereby incorporated by reference in response to this Item.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. |
Document Description | |
| 10.1 | First Amendment, dated as of August 6, 2025, to Amended and Restated Credit Agreement, dated as of January 30, 2025, among Garrett Motion Inc., Garrett LX I S.à r.l., Garrett Motion Holdings, Inc., Garrett Motion Sàrl, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent. | |
| 99.1 | Press release of Garrett Motion, Inc., dated August 6, 2025. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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.
| GARRETT MOTION INC. | ||||
| By: | /s/ Sean Deason | |||
| Name: | Sean Deason |
|||
| Title: | Senior Vice President and Chief Financial Officer |
| ||
Date: August 7, 2025
EXHIBIT 10.1
AMENDMENT NO. 1
TO AMENDED AND RESTATED CREDIT AGREEMENT
Dated as of August 6, 2025
among
GARRETT MOTION INC.,
as Holdings,
GARRETT LX I S.À R.L.,
as Lux Borrower,
GARRETT MOTION HOLDINGS INC.,
as U.S. Co-Borrower,
GARRETT MOTION SÀRL,
as Swiss Borrower,
The Lenders Party Hereto,
and
JPMORGAN CHASE BANK, N.A.,
as Administrative Agent
___________________________
AMENDMENT NO. 1
TO AMENDED AND RESTATED CREDIT AGREEMENT
This AMENDMENT NO. 1 to Amended and Restated Credit Agreement (this “Amendment”), dated as of August 6, 2025, by and among GARRETT MOTION INC., a Delaware corporation (“Holdings”), GARRETT LX I S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg with registered office at 9, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies’ Register under number B225642 (the “Lux Borrower”), GARRETT MOTION HOLDINGS INC., a Delaware corporation (the “U.S. Co-Borrower” and, together with the Lux Borrower, the “Term Borrowers”), GARRETT MOTION Sàrl (f/k/a Honeywell Technologies Sàrl), a limited liability company (société à responsabilité limitée) organized under the laws of Switzerland (the “Swiss Borrower”), JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), each Consenting Lender (as defined below) party hereto and the Replacement Lender (as defined below). Capitalized terms used herein (including the preamble and preliminary statements hereof) but not defined herein shall have the meanings assigned to such terms in the Amended Credit Agreement (as defined below).
PRELIMINARY STATEMENTS:
(1) WHEREAS, Holdings, the Borrowers, the Lenders and Issuing Banks party thereto from time to time and the Administrative Agent are party to that certain Amended and Restated Credit Agreement, dated as of January 30, 2025 (as amended, restated, supplemented, waived or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”);
(2) WHEREAS, the Term Borrowers have requested that the Dollar Initial Term Lenders holding Dollar Initial Term Loans outstanding under the Existing Credit Agreement immediately prior to the First Amendment Effective Date (as defined below) (the “Existing Dollar Initial Term Loans”) agree to amend certain provisions of the Existing Credit Agreement as provided for herein (the Existing Dollar Initial Term Loans as amended by this Amendment, the “Amended Dollar Initial Term Loans”), and each Dollar Initial Term Lender who provides a signature page (each, a “Consent”) to this Amendment substantially in the form of Exhibit A hereto (each, a “Consenting Lender” and collectively, the “Consenting Lenders”) (such Consenting Lenders constituting at least a Majority in Interest of the Existing Dollar Initial Term Loans) thereby (x) consents to this Amendment and the Amended Credit Agreement and (y) (A) if it elects the “Cashless Consent Option” thereunder (the “Cashless Consent Option” and the Consenting Lenders that make such election, the “Cashless Consenting Lenders”), agrees to continue to hold 100% of the outstanding principal amount of its Existing Dollar Initial Term Loans (or such lesser principal amount allocated to it by the First Amendment Lead Arranger, in its sole discretion) in the form of Amended Dollar Initial Term Loans, effective as of the First Amendment Effective Date and (B) if it elects the “Assign and Reallocation Consent Option” thereunder (the “Assign and Reallocation Consent Option” and the Consenting Lenders that make such election, the “Reallocated Consenting Lenders”), agrees to (i) assign 100% of the outstanding principal amount of its Existing Dollar Initial Term Loans to the Replacement Lender on the First Amendment Effective Date and (ii) purchase by assignment (or cause one or more of its Affiliates to purchase by assignment) from the Replacement Lender a like principal amount (or such lesser principal amount allocated to it or its Affiliate by the First Amendment Lead Arranger, in its sole discretion) of Amended Dollar Initial Term Loans;
(3) WHEREAS, pursuant to Section 9.02(c) of the Existing Credit Agreement, the Borrowers may, with respect to any Non-Consenting Lender (as defined below) holding Existing Dollar Initial Term Loans, cause such Non-Consenting Lender to assign all of its Existing Dollar Initial Term Loans to one or more assignees;
(4) WHEREAS, each Dollar Initial Term Lender who has not provided a Consent to the Administrative Agent prior to 5:00 p.m. (New York City time) on Thursday, July 31, 2025 (each, a “Non-Consenting Lender” and, collectively, the “Non-Consenting Lenders”) has agreed to assign all of its Existing Dollar Initial Term Loans to the Replacement Lender (as defined below) and the Replacement Lender shall become the Term Lender under the Amended Credit Agreement with respect to all such Existing Dollar Initial Term Loans of Non-Consenting Lenders, in each case in accordance with Section 9.02(c) of the Existing Credit Agreement;
(5) WHEREAS, the Borrowers, Holdings, the Consenting Lenders, the Replacement Lender and the Administrative Agent have agreed, on the terms and conditions set forth herein, to amend the Existing Credit Agreement as set forth herein; and
(6) WHEREAS, JPMorgan Chase Bank, N.A. (“First Amendment Lead Arranger”), RBC Capital Markets, Goldman Sachs Bank USA, BNP Paribas Securities Corp., Morgan Stanley Senior Funding, Inc., Deutsche Bank Securities Inc., Fifth Third Bank, National Association, PNC Capital Markets LLC and Keybanc Capital Markets Inc. will each act as a joint lead arranger and joint bookrunner for this Amendment (in such capacities, including JPMorgan Chase Bank, N.A. in its capacity as First Amendment Lead Arranger, collectively, the “First Amendment Arrangers”).
NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, and subject to the conditions set forth herein, the parties hereto hereby agree as follows:
section 1. Replacement of Non-Consenting Lenders; Assignment by Reallocated Consenting Lenders; Assumption by Replacement Lender;.
(a) Notwithstanding anything set forth in the Existing Credit Agreement or the Amended Credit Agreement to the contrary, in lieu of delivering an Assignment and Assumption, (i) each Non-Consenting Lender and each Reallocated Consenting Lender, upon receipt of payment in cash of an amount equal to the aggregate principal amount of its respective Existing Dollar Initial Term Loans, accrued interest thereon, accrued fees and all other amounts payable to it under the Existing Credit Agreement, hereby automatically and irrevocably, without any further action on the part of such Non-Consenting Lender or such Reallocated Consenting Lender (as applicable), sells, delegates and assigns, without recourse, all of its respective Existing Dollar Initial Term Loans and all interests, rights and obligations under the Existing Credit Agreement and the other Loan Documents (each, an “Assigned Interest”) to JPMorgan Chase Bank, N.A. (in such capacity the “Replacement Lender”) and (ii) the Replacement Lender hereby agrees to assume such Assigned Interest from (A) each such Non-Consenting Lender and to purchase, at par, Existing Dollar Initial Term Loans in the aggregate principal amount for all Non-Consenting Lenders set forth on Schedule 1-A hereto and (B) each such Reallocated Consenting Lender and to purchase, at par, Existing Dollar Initial Term Loans in the aggregate principal amount for all Reallocated Consenting Lenders set forth on Schedule 1-B hereto, in each case, on the terms and conditions set forth in the Standard Terms and Conditions attached as Annex 1 to Exhibit A of the Existing Credit Agreement (Form of Assignment and Assumption), which terms and conditions are incorporated by reference herein mutatis mutandis (collectively, the “Omnibus Assignment and Acceptance”), and, accordingly, no other action by the Lenders, the Administrative Agent or the Loan Parties shall be required in connection therewith. The Dollar Initial Term Lenders party hereto (including each of the Consenting Lenders) hereby agree to waive any notice requirements of the Existing Credit Agreement in connection with the Omnibus Assignment and Acceptance and, for the avoidance doubt, each party hereto (to the extent having a consent right thereto
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under the Existing Credit Agreement or the Amended Credit Agreement) hereby consents, to (x) the assignment of the Non-Consenting Lenders’ and Reallocated Consenting Lenders’ respective Existing Dollar Initial Term Loans to the Replacement Lender pursuant to such Omnibus Assignment and Acceptance in all respects and (ii) in the event that the Term Borrowers and the First Amendment Lead Arranger agree to allocate any Cashless Consenting Lender a principal amount of the Amended Dollar Initial Term Loans that is less than the principal amount of Existing Dollar Initial Term Loans held by such Cashless Consenting Lender immediately prior to the First Amendment Effective Date, the assignment by certain of the Cashless Consenting Lenders of all or a portion of their Existing Dollar Initial Term Loans to the Replacement Lender;
(b) On the First Amendment Effective Date, the respective Existing Dollar Initial Term Loans of the Non-Consenting Lenders and the Reallocated Consenting Lenders shall become Amended Dollar Initial Term Loans of the Replacement Lender.
(c) The Replacement Lender hereby consents to the amendments set forth in Section 2 and the terms of the Amended Credit Agreement.
(d) The Administrative Agent hereby (i) consents to this Amendment and (ii) agrees that no assignment fee specified in Section 9.04(b)(ii) of the Existing Credit Agreement shall be required to be paid by the Borrowers in connection with such assignment.
(e) For the avoidance of doubt, all Existing Dollar Initial Term Loans shall continue to be outstanding as Amended Dollar Initial Term Loans under the Amended Credit Agreement on and after the First Amendment Effective Date, subject to the terms of this Amendment, and for the avoidance of doubt the Amended Dollar Initial Term Loans shall continue as the same Class of Term Loans as the Existing Dollar Initial Term Loans for all purposes under the Amended Credit Agreement.
section 2. Amendment. The Existing Credit Agreement is, effective as of the First Amendment Effective Date, hereby amended as follows (the Existing Credit Agreement, as so amended, the “Amended Credit Agreement”):
(a) Section 1.01 of the Existing Credit Agreement is hereby amended by inserting the following new definitions in appropriate alphabetical order:
““First Amendment” means that certain Amendment No. 1 to Amended and Restated Credit Agreement, dated as of the First Amendment Effective Date, among the Borrowers, Holdings, the Administrative Agent, and the Lenders party thereto.”
“First Amendment Effective Date” means August 6, 2025.””
(b) clause (a) of the definition of “Applicable Rate” set forth in Section 1.01 of the Existing Credit Agreement is hereby amended and restated as follows:
“(a) with respect to any Loan that is a Dollar Initial Term Loan, 2.00% per annum in the case of Term Benchmark Loans and 1.00% per annum in the case of ABR Loans; and”;
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(c) the definition of “Arrangers” set forth in Section 1.01 of the Existing Credit Agreement is hereby amended and restated as follows:
““Arrangers” means, collectively, (i) JPMorgan Chase Bank, N.A., RBC Capital Markets, Goldman Sachs Bank USA, BNP Paribas Securities Corp., Deutsche Bank Securities Inc., Fifth Third Bank, National Association, PNC Capital Markets LLC and KeyBanc Capital Markets Inc., (ii) each First Amendment Arranger under and as defined in the First Amendment and (iii) each Arranger under and as defined in the Original Credit Agreement, in their capacities as joint lead arrangers and joint bookrunners for the credit facilities provided for herein.
(d) the definition of “Loan Documents” set forth in Section 1.01 of the Existing Credit Agreement is hereby amended and restated as follows:
““Loan Documents” means this Agreement, the Restatement Agreement, the First Amendment, any Incremental Facility Agreement, any Refinancing Facility Agreement, any Security Document, any Acceptable Intercreditor Agreement, if any is entered into, the Global Intercompany Note, any agreement designating an additional Issuing Bank as contemplated by Section 2.05(k) and, except for purposes of Section 9.02, any promissory notes delivered pursuant to Section 2.09(d) (and, in each case, any amendment, restatement, waiver, supplement or other modification to any of the foregoing) and any document designated as a Loan Document by the Administrative Agent and the Swiss Borrower.”
(e) subclause (i) of Section 2.11(h) of the Existing Credit Agreement is hereby amended and restated as follows:
“(i) prepayments of Dollar Initial Term Loans effected on or prior to the six-month anniversary of the First Amendment Effective Date with the proceeds of a Repricing Transaction in respect of such Dollar Initial Term Loans”; and
(f) subclause (ii) of Section 2.11(h) of the Existing Credit Agreement is hereby amended and restated as follows:
“(ii) amendments, amendments and restatements or other modifications of this Agreement on or prior to the six-month anniversary of the First Amendment Effective Date, the effect of which is a Repricing Transaction with respect to any of the Dollar Initial Term Loans”.
section 3. Representations of the Loan Parties. Each Loan Party party hereto hereby represents and warrants to the other parties hereto on and as of the First Amendment Effective Date that:
(a) this Amendment has been duly authorized, executed and delivered by each such Loan Party and constitutes a legal, valid and binding obligation of each such Loan Party enforceable against each such Loan Party in accordance with its terms, subject to (i) the effects of bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or other similar laws affecting creditors’ rights generally, (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law), (iii) implied covenants of good faith and fair dealing, (iv) any foreign laws, rules and regulations as they relate to pledges of Equity Interests of Foreign Subsidiaries that are not Loan Parties and (v) any other matters which are set out as qualifications or reservations as to matters of law of general application in any legal opinion supplied to the Administrative Agent;
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(b) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality or Material Adverse Effect, in all respects) on and as of the First Amendment Effective Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be true and correct in all material respects (or in all respects, as applicable) as of such earlier date; and
(c) No Default or Event of Default shall have occurred and be continuing as of the First Amendment Effective Date or shall result from the transactions contemplated by this Amendment.
section 4. Conditions of Effectiveness. This Amendment shall become effective on the date (such date, the “First Amendment Effective Date”) on which the following conditions shall have been satisfied:
(a) The Administrative Agent (or its counsel) shall have received from (1) each Consenting Lender (constituting holders of at least a Majority in Interest of the Existing Dollar Initial Term Loans) by the Consent Deadline, (2) the Replacement Lender, (3) Holdings and (4) each Borrower, either (x) a counterpart of this Amendment signed on behalf of such party, (y) written evidence reasonably satisfactory to the Administrative Agent (which may include delivery of a signed signature page of this Amendment by facsimile or other means of electronic transmission (e.g., “pdf”)) that such party has signed a counterpart of this Amendment or (z) solely in the case of a Consenting Lender, a Consent hereto executed on behalf of such Consenting Lender.
(b) Each Non-Consenting Lender shall have been replaced (or substantially concurrently with the effectiveness of this Amendment shall be replaced) in accordance with Section 9.02(c) of the Existing Credit Agreement and pursuant to Section 1.
(c) The Administrative Agent shall have received from the Term Borrowers, in immediately available funds, for distribution to each Dollar Initial Term Lender, the full amount of all accrued and unpaid interest and fees to, but excluding, the First Amendment Effective Date, on all Dollar Initial Term Loans of such Dollar Initial Term Lender outstanding immediately prior to the occurrence of the First Amendment Effective Date (regardless of whether then due or payable).
(d) The representations and warranties of each Loan Party set forth in Section 3 hereof and in the other Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality or Material Adverse Effect, in all respects) on and as of the First Amendment Effective Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be true and correct in all material respects (or in all respects, as applicable) as of such earlier date.
(e) No Default or Event of Default shall have occurred and be continuing as of the First Amendment Effective Date or shall result from the transactions contemplated by this Amendment.
(f) The Administrative Agent shall have received a certificate from a Financial Officer of Holdings, dated as of the First Amendment Effective Date, confirming compliance with the conditions set forth in Sections 4(d) and (e).
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(g) The Administrative Agent shall have received all fees payable thereto and to the First Amendment Lead Arranger on or prior to the First Amendment Effective Date, including, to the extent invoiced at least two (2) Business Days prior to the First Amendment Effective Date, reimbursement or payment of all reasonable and documented out-of-pocket expenses (including fees, charges and disbursements of counsel) required to be reimbursed or paid by the Loan Parties hereunder, under the Engagement Letter, dated as of July 24, 2025, by and between Holdings and the First Amendment Lead Arranger or under any other Loan Document on or prior to the First Amendment Effective Date.
(h) The Administrative Agent, each Consenting Lender and the Replacement Lender shall have received, at least three (3) Business Days prior to the First Amendment Effective Date, all documentation and other information about the Borrowers and the Guarantors that shall have been reasonably requested by such Person in writing at least ten (10) Business Days prior to the First Amendment Effective Date and that such Person reasonably determines is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including without limitation the USA PATRIOT Act including, if any Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, a Beneficial Ownership Certification in relation to such Borrower (provided that, upon the execution and delivery by such Lender of its signature page to this Amendment, the conditions set forth in this clause (h) shall be deemed to be satisfied).
section 5. Consent and Affirmation of Loan Parties. Each of the Loan Parties party hereto, in its capacity as a guarantor under the Guarantee Agreement and a pledgor under the other Security Documents to which it is a party, hereby (i) consents to the execution, delivery and performance of this Amendment and agrees that each of the Guarantee Agreement and the Security Documents to which it is a party is, and shall continue to be, in full force and effect and is hereby in all respects ratified and confirmed on the First Amendment Effective Date, except that, on and after the First Amendment Effective Date, each reference to “Credit Agreement,” “thereunder,” “thereof” or words of like import shall, unless the context otherwise requires, mean and be a reference to the Amended Credit Agreement, and (ii) confirms that, notwithstanding the effectiveness of the terms hereof, the Security Documents to which such Loan Party is a party and all of the Liens on the Collateral described therein remain in full force and effect, are not released or reduced and do, and shall continue to, secure the payment of all of the Obligations (including the Amended Dollar Initial Term Loans).
section 6. Reference to and Effect on the Loan Documents.
(a) From and after the First Amendment Effective Date, each reference in the Credit Agreement to “hereunder,” “hereof,” “this Agreement” or words of like import and each reference in the other Loan Documents to “Credit Agreement,” “thereunder,” “thereof” or words of like import shall, unless the context otherwise requires, mean and be a reference to the Amended Credit Agreement. From and after the First Amendment Effective Date, this Amendment shall be a “Loan Document” under the Existing Credit Agreement and the Amended Credit Agreement.
(b) The Security Documents and each other Loan Document, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed, and the respective guarantees, pledges, grants of security interests and other agreements, as applicable, under each of the Security Documents, notwithstanding the consummation of the transactions contemplated hereby, shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties under the Existing Credit Agreement and the Amended Credit Agreement. Without limiting the generality of the foregoing, the Security Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations (including the Amended Dollar Initial Term Loans) of the Loan Parties under the Loan Documents, in each case, as amended by this Amendment.
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(c) The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents.
section 7. Execution in Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery of an executed counterpart of a signature page of this Amendment by telecopy, emailed .pdf or any other electronic means that reproduces an image of the actual executed signature page shall be effective as delivery of a manually executed counterpart of this Amendment. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Amendment and the transactions contemplated hereby shall be deemed to include Electronic Signatures, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act; provided that nothing herein shall require the Administrative Agent to accept electronic signatures in any form or format without its prior written consent.
section 8. Amendments; Headings; Severability. This Amendment may not be amended nor may any provision hereof be waived except pursuant to a writing signed by Holdings, the Borrowers, the Administrative Agent and the Lenders party hereto. The Section headings used herein are for convenience of reference only, are not part of this Amendment and are not to affect the construction of, or to be taken into consideration in interpreting this Amendment. Any provision of this Amendment held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof, and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction. The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions, the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.
section 9. Governing Law; Etc.
(a) THIS AMENDMENT AND ANY CLAIMS, CONTROVERSY, DISPUTE OR CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO ANY PRINCIPLE OF CONFLICTS OF LAW THAT COULD REQUIRE THE APPLICATION OF ANY OTHER LAW.
(b) EACH PARTY HERETO HEREBY AGREES AS SET FORTH IN SECTIONS 9.09(b), (c) and (d) AND 9.10 OF THE AMENDED CREDIT AGREEMENT AS IF SUCH SECTIONS WERE SET FORTH IN FULL HEREIN.
section 10. No Novation. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Existing Credit Agreement or discharge or release the Lien or priority of any Security Document or any other security therefor. Nothing herein contained shall be construed as a substitution or novation of the obligations outstanding under the Existing Credit Agreement or instruments securing the same, which shall remain in full force and effect, except to the extent expressly modified hereby or by instruments executed concurrently herewith and except to the extent repaid as provided herein. Nothing implied in this Amendment or in any other document contemplated hereby shall be construed as a release or other discharge of any of the Loan Parties under any Loan Document from any of its obligations and liabilities as a borrower, guarantor or pledgor under any of the Loan Documents.
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section 11. Notices. All notices hereunder shall be given in accordance with the provisions of Section 9.01 of the Amended Credit Agreement.
section 12. First Amendment Arrangers. Notwithstanding any other provision of this Amendment, the Existing Credit Agreement, the Amended Credit Agreement or any other Loan Document, each First Amendment Arranger is named as such for recognition purposes only, and in its capacity as such shall have no powers, duties, responsibilities or liabilities with respect to this Amendment, the Existing Credit Agreement, the Amended Credit Agreement or the other Loan Documents or the transactions contemplated hereby and thereby; it being understood and agreed that each First Amendment Arranger shall be entitled to all indemnification, exculpation and reimbursement rights in favor of the Arrangers as, and to the extent, provided for under Sections 8.01(h) and 9.03 of the Amended Credit Agreement. Without limitation of the foregoing, each First Amendment Arranger shall not, solely by reason of this Amendment, the Amended Credit Agreement or any other Loan Documents, have any fiduciary relationship in respect of any Lender or any other Person and to the fullest extent permitted by law, each of the Borrowers and Holdings hereby waives and releases any claims that it may have against the First Amendment Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transactions contemplated hereby.
[Signature Pages Follow]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized, as of the date first above written.
| GARRETT MOTION INC., as Holdings | ||||
| By: | /s/ Sean Deason | |||
| Name: | Sean Deason | |||
| Title: | Chief Financial Officer | |||
| GARRETT LX I S.à r.l, as the Lux Borrower | ||||
| By: | /s/ Patrick Michael Foley | |||
| Name: | Patrick Michael Foley | |||
| Title: | Class A manager and Authorized Signatory | |||
| GARRETT MOTION HOLDINGS INC., as the U.S. Co-Borrower | ||||
| By: | /s/ Jerome P. Maironi | |||
| Name: | Jerome P. Maironi | |||
| Title: | Secretary and Director | |||
| GARRETT MOTION Sàrl, as the Swiss Borrower | ||||
| By: | /s/ Cyril Grandjean | |||
| Name: | Cyril Grandjean | |||
| Title: | Authorized Signatory | |||
[Garrett Motion – Signature Page to Amendment No. 1]
| JPMORGAN CHASE BANK, N.A., as the Administrative Agent and as the Replacement Lender | ||||
| By: | /s/ James Shender | |||
| Name: | James Shender | |||
| Title: | Managing Director | |||
[Garrett Motion – Signature Page to Amendment No. 1]
EXHIBIT 99.1
Garrett Motion Announces Successful Repricing of Term Loan
PLYMOUTH, Mich. and ROLLE, Switzerland, Aug. 6, 2025 -- Garrett Motion Inc. (Nasdaq: GTX) ("Garrett" or the "Company"), a leading differentiated automotive technology provider, today announced the successful repricing of its existing $690 million term loan due in 2032.
Borrowings under the facility will bear interest at the Secured Overnight Financing Rate (SOFR) plus 200 basis points per annum, which represents a 25-basis point reduction from the existing facility.
“We are pleased to have successfully completed the repricing of our term loan, which reflects the strength of our financial profile and the confidence lenders have in our long-term strategy,” said Olivier Rabiller, President and CEO of Garrett. “This repricing will further decrease our interest expense and build on our liquidity position, allowing us to continue investing in innovation and returning capital to shareholders in line with our capital allocation framework.”
About Garrett Motion Inc.
A differentiated technology leader, Garrett Motion has a 70-year history of innovation in the automotive sector (cars, trucks) and beyond (off-highway equipment, marine, power generators). Its expertise in turbocharging has enabled significant reductions in engine size, fuel consumption, and CO2 emissions. Garrett is expanding its positive impact by developing differentiated technology solutions for Zero Emission Vehicles, such as fuel cell compressors for hydrogen fuel cell vehicles, as well as electric propulsion and thermal management systems for battery electric vehicles. Garrett has six R&D centers, 13 manufacturing sites and a team of more than 9,000 employees in more than 20 countries. Its mission is to enable the transportation industry to advance motion through unique, differentiated innovations. For more information, please visit www.garrettmotion.com.
Forward-Looking Statements
This communication and related comments by management may include “forward-looking statements” within the meaning of the U.S. federal securities laws. Forward-looking statements are any statements other than statements of historical fact and can be identified by words such as “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will,” and similar expressions. Forward-looking statements represent our current judgment about possible future activities, events, or developments that we expect may occur in the future. In making these statements, we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions, and expected future developments, as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future performance, events, or results, and actual performance, events, or results may differ materially from those envisaged by our forward-looking statements due to a variety of important factors, many of which are described in our most recent Annual Report on Form 10-K and our other filings with the U.S. Securities and Exchange Commission, including risks related to the automotive industry, the competitive landscape and our ability to compete, and macroeconomic and geopolitical conditions, among others. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events, or other factors that affect the subject of these statements, except where we are expressly required to do so by law.
Contacts:
INVESTOR RELATIONS
Cyril Grandjean
+1 734 392 55 04
investorrelations@garrettmotion.com
MEDIA
Amanda Jones
+41 79 601 07 87
Amanda.jones@garrettmotion.com
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