ISSC secures $100M JPMorgan credit facility, replaces $35M line | ISSC SEC Filing

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On July 18, 2025, Innovative Solutions and Support, Inc. (the “Company”), its wholly-owned subsidiary Innovative Solutions and Support, LLC (“Borrower”) and certain domestic subsidiaries entered into a Credit Agreement (the “Credit Agreement”) with JPMorgan Chase Bank, N.A. (the “Bank”) and the other lender parties thereto, which Credit Agreement provides for the Bank to extend to the Borrower credit facilities in an aggregate principal amount of up to USD $100.0 million (the “Credit Facilities”), consisting of:

The Credit Facilities replace the Company’s existing $35 million Amended and Restated Revolving Line of Credit Note, dated as of September 30, 2024 in favor of PNC Bank, National Association (the “PNC Facility”).

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Proceeds from the Initial Term Loan and initial borrowings under the Revolving Facility were used to refinance the PNC Facility and pay transaction costs. Future borrowings under the Revolving Facility may be used for working capital and general corporate purposes, including permitted acquisitions. The Delayed Draw Term Loan may only be used for permitted acquisitions.

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The Credit Facilities mature five years following the date of the initial advance (the “Maturity Date”). The Initial Term Loan requires quarterly principal payments of $625,000 commencing September 30, 2025, with the remaining balance due on the Maturity Date. The Delayed Draw Term Loan requires quarterly principal payments equal to 2.50% of the original aggregate principal amount commencing with the first scheduled payment date after January 18, 2026, with the remaining balance due on the Maturity Date. The Revolving Facility principal is due on the Maturity Date.  All amounts outstanding under the Credit Facilities will be due and payable upon the earlier of the Maturity Date, or the acceleration of the Credit Facilities upon an event of default.

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Loans under the Credit Agreement bear interest at the Borrower’s option at either (i) the Alternate Base Rate plus an applicable margin, or (ii) the Adjusted Term Secured Overnight Financing Rate (“SOFR”) plus an applicable margin. The Alternate Base Rate is the highest of (a) the Prime Rate, (b) the Federal Reserve Bank of New York rate for overnight funds plus 0.50%, and (c) the Adjusted Term SOFR Rate for a one-month period plus 1.00%, with a minimum rate of 1.00% per annum. The Adjusted Term SOFR Rate is the Term SOFR Rate plus 0.10%. The applicable margin is determined based on the Company’s Total Net Leverage Ratio and ranges from 0.75% to 1.75% for Alternate Base Rate loans and from 1.75% to 2.75% for Adjusted Term SOFR Rate loans. Interest is payable quarterly for Alternate Base Rate loans and at the end of the applicable interest period for Adjusted Term SOFR Rate loans. During an Event of Default, all outstanding amounts bear interest at a rate that is 2.00% per annum above the rate otherwise applicable. Interest is calculated on the basis of a 360-day year for the actual number of days elapsed, except that interest computed by reference to the Alternate Base Rate at times when the Alternate Base Rate is based on the Prime Rate shall be computed on the basis of a year of 365 days (or 366 days in a leap year).

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The Borrower’s obligations under the Credit Agreement are guaranteed by the Company and its material domestic subsidiaries. The obligations are secured by substantially all assets of the Borrower and the guarantors, including a first priority lien on the Company’s owned real property located at 720 Pennsylvania Drive, Exton, Pennsylvania.

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The Credit Agreement contains customary affirmative and negative covenants, including restrictions on additional indebtedness, liens, investments, asset dispositions, and restricted payments. The Credit Agreement also includes customary events of default, including payment defaults, covenant breaches, cross-defaults on material indebtedness exceeding $2,500,000, bankruptcy events, and change of control.

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The Borrower has the right to request up to $25,000,000 in additional revolving commitments or incremental term loans, subject to lender approval and satisfaction of certain conditions.

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The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by