Chipotle Mexican Grill Enters into New Senior Unsecured Revolving Credit Agreement

Chipotle Mexican Grill, Inc. has entered into a new senior, unsecured Revolving Credit Agreement, providing a $500 million revolving credit facility with a letter of credit sub-facility of up to $20 million. The agreement is effective as of June 24, 2025, and will mature on June 24, 2030. The new credit facility replaces the company's existing revolving credit agreement, which was terminated on the same day. The new agreement includes customary representations, warranties, and covenants, including financial covenants that require Chipotle to maintain a maximum total leverage ratio of 3.00x and a minimum consolidated fixed charge coverage ratio of 1.50x.

The agreement also contains covenants that limit Chipotle's ability to create liens on its property, incur debt at the subsidiary level, make certain restricted payments, and merge with other companies. The occurrence of certain events of default could result in the termination of the lenders' commitments under the agreement and/or an acceleration of repayment of any outstanding obligations.

Chipotle's new credit facility will bear interest at a rate per annum equal to either the Term SOFR Rate plus a spread of 1.125% to 1.875% based on the company's total leverage ratio or the Alternate Base Rate plus a spread of 0.125% to 0.875% based on Chipotle's total leverage ratio. The company will also pay a commitment fee on the undrawn amounts under the new revolving facility at a rate per annum ranging from 0.115% to 0.250% based on the company's total leverage ratio.

Key Takeaways:

• Chipotle Mexican Grill, Inc. has entered into a new senior, unsecured Revolving Credit Agreement, which provides a $500 million revolving credit facility with a letter of credit sub-facility of up to $20 million.
• The new credit facility will mature on June 24, 2030, and will be guaranteed by certain of Chipotle's domestic subsidiaries.
• The agreement includes customary representations, warranties, and covenants, including financial covenants that require Chipotle to maintain a maximum total leverage ratio of 3.00x and a minimum consolidated fixed charge coverage ratio of 1.50x.
• Chipotle will pay interest on borrowings under the new facility at a rate per annum equal to the Term SOFR Rate plus a spread of 1.125% to 1.875% based on the company's total leverage ratio or the Alternate Base Rate plus a spread of 0.125% to 0.875% based on Chipotle's total leverage ratio.
• Chipotle will also pay a commitment fee on the undrawn amounts under the new revolving facility at a rate per annum ranging from 0.115% to 0.250% based on the company's total leverage ratio.
• The agreement contains covenants that limit Chipotle's ability to create liens on its property, incur debt at the subsidiary level, make certain restricted payments, and merge with other companies.
• The occurrence of certain events of default could result in the termination of the lenders' commitments under the agreement and/or an acceleration of repayment of any outstanding obligations.

Statistics:

• $500 million: The amount of the revolving credit facility under the new agreement.
• $20 million: The amount of the letter of credit sub-facility under the new agreement.
• 1.125% - 1.875%: The spread on the Term SOFR Rate for calculating interest on borrowings under the new facility.
• 0.125% - 0.875%: The spread on the Alternate Base Rate for calculating interest on borrowings under the new facility.
• 0.115% - 0.250%: The commitment fee on the undrawn amounts under the new revolving facility.
• June 24, 2030: The maturity date of the new credit facility.
• June 24, 2025: The effective date of the new credit facility.

Sources:

• Securities and Exchange Commission (EDGAR Online via COMTEX): 0001058090FALSE00010580902025-06-242025-06-24 Date of Report (Date of earliest event reported): June 24, 2025