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NYSE: HASI HA Sustainable Infrastructure Capital, Inc. 8-K

HASI issues $1B green notes at 5.950% due 2033 to refinance short-term debt

Filed June 26, 2026 · Period ending June 24, 2026 · ~1 min read

4 key changes 1 high relevance 1 section

Key Changes

  • high

    Issued $1 billion of 5.950% green senior unsecured notes maturing July 2033, guaranteed by six subsidiaries, with interest payable semi-annually starting January 2027.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
  • medium

    Proceeds will initially repay short-term borrowings under credit facility or commercial paper programs, then be redeployed to acquire or refinance eligible green projects.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
  • medium

    Notes redeemable before May 2033 at par plus make-whole premium; after May 2033 at par with no premium, providing refinancing flexibility if rates decline.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
  • medium

    Change of control protection requires HASI to repurchase notes at 101% of par plus accrued interest if a change of control repurchase event occurs.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →

Summary

HASI completed a $1 billion green bond offering at 5.950% due 2033, a routine capital markets transaction that extends the company's debt maturity profile while maintaining its focus on sustainable infrastructure financing. The notes are guaranteed by six operating subsidiaries and carry standard investment-grade terms including change-of-control protection at 101% of par and optional redemption with make-whole provisions before May 2033. The two-step use of proceeds is typical for this issuer: near-term repayment of higher-cost short-term debt (credit facility or commercial paper), followed by redeployment into eligible green projects over the next 12-24 months.

The 5.950% coupon reflects current market conditions for seven-year unsecured debt in the specialty finance sector. For existing shareholders, this is a balance sheet management event that reduces refinancing risk and supports the company's growth pipeline without diluting equity. The green designation aligns with HASI's core business model of financing climate solutions and renewable energy assets.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~1,900 words

Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.

2 Added
Added Use of proceeds medium

Added in current filing · verify on EDGAR →

The Company intends to utilize the net proceeds of the offering to (i) temporarily repay a portion of the outstanding borrowings under the Company’s unsecured credit facility or (ii) temporarily repay a portion of the outstanding borrowings under the Company’s credit-enhanced commercial paper program or the Company’s standalone commercial paper program. The Company will use cash equal to the net proceeds from this offering to acquire, invest in or refinance, in whole or in part, new and/or existing eligible green projects.

Proceeds will initially repay short-term debt under the company's credit facility or commercial paper programs. Subsequently, an amount equal to the proceeds will be deployed to acquire, invest in, or refinance eligible green projects, including projects with disbursements made in the prior 12 months or to be made within two years.

Show 1 minor / wording change
Added Registration rights agreement low

Added in current filing · verify on EDGAR →

Pursuant to the Registration Rights Agreement, the Company has agreed, amongst other things, that it will file an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) (the “exchange offer registration statement”) with the SEC relating to an offer to exchange the Notes for new notes issued by the Company that are registered under the Securities Act and otherwise have terms substantially identical to those of the Notes, and to use its commercially reasonable efforts to cause such exchange offer registration statement to be declared effective by the SEC under the Securities Act. The Company has agreed to use its commercially reasonable efforts to consummate such exchange offer no later than 364 days after the issue date (the “Exchange Deadline”).

HASI committed to register the notes with the SEC within 364 days through an exchange offer or shelf registration. If registration obligations are not met by specified deadlines, the company must pay additional interest to noteholders.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 1, 2026 · How we verify