{"filing":{"accession_number":"0001628369-26-000098","cik":"0001628369","ticker":"CWK","company_name":"Cushman \u0026 Wakefield Ltd.","form":"8-K","filing_date":"2026-06-04","report_date":null,"primary_document":"cwk-20260604.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1628369/000162836926000098/cwk-20260604.htm"},"events":[{"id":6978,"run_id":6118,"accession_number":"0001628369-26-000098","anchor_item_number":"8.01","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"summary":"The filing discloses two material debt-related transactions: (1) an expected amendment to the Credit Agreement to extend maturity of $848 million in term loans to 2033, reduce pricing, and upsize by $353 million, and (2) a partial redemption of $350 million of the $550 million outstanding 2028 Notes at par plus accrued interest, conditioned on refinancing proceeds. While these are significant capital structure events affecting the company's debt profile and financial obligations, they do not fit cleanly into the specific covenant_breach, ma_activity, or dilutive_issuance categories—they represent refinancing and debt management activities that would materially affect a reasonable investor's assessment of the company's leverage and liquidity position.","company_name":"Cushman \u0026 Wakefield Ltd.","ticker":"CWK","filing_date":"2026-06-04","form":"8-K","submitted_at":null,"items":[{"id":4534,"accession_number":"0001628369-26-000098","item_number":"8.01","item_title":"Other Events.Credit Agreement AmendmentCushman \u0026 Wakefield U.S. Borrower, LLC (the “Borrower”) and DTZ UK Guarantor Limited (“U.K. Guarantor”), each a subsidiary of Cushman \u0026 Wakefield Ltd. (the “Company”) expect to amend (the “Amendment”) the Credit Agreement between the Borrower, U.K. Guarantor, JPMorgan Chase Bank, N.A., as administrative agent, and the Lenders party thereto (the “Existing Credit Agreement” and the Existing Credit Agreement as so amended, the “Credit Agreement”) to, among other things, (i) amend certain pricing terms with respect to approximately $848 million aggregate principal amount of outstanding borrowings under the senior secured term loan facility (such term loans as so amended, the “2026-1 Term Loans”), (ii) extend the maturity date of the 2026-1 Term Loans to 2033 and (iii) upsize the principal amount of 2026-1 Term Loans by approximately $353 million. The pricing and maturity of the remaining approximately $840 million aggregate principal amount of outstanding borrowings under the term loan facility (the “2025-3 Term Loans”) provided by the Credit Agreement are expected to remain unchanged in all respects.After giving effect to the Amendment, (i) the 2026-1 Term Loans are expected to bear a variable rate of interest, at the Borrower’s option, equal to either: (a) Term SOFR, plus an applicable margin of 2.25% per annum, or (b) the Base Rate, plus an applicable margin of 1.25% per annum, and (ii) the maturity date of the 2026-1 Term Loans is expected to be extended to the date that is seven years from the effective date of the Amendment. The Amendment is also expected to reset the “soft call” premium of 1.00% for certain repricing transactions with respect to the 2026-1 Term Loans that occur within the six-month period after the effective date of the Amendment.The Credit Agreement is expected (i) to have the same guarantees and collateral as immediately prior to the Amendment, and (ii) include representations and warranties, affirmative and negative covenants, events of default and other material terms applicable to the 2025-3 Term Loans and the 2026-1 Term Loans that are substantially the same as such terms as in effect immediately prior to the Amendment.Capitalized terms used and not otherwise defined in this section of the Current Report on Form 8-K shall have the respective meanings ascribed to them in the Existing Credit Agreement.Notice of Partial Redemption of 2028 NotesOn June 4, 2026, the Borrower notified Wilmington Trust, National Association, the trustee (the “Trustee”) for the Borrower’s 6.750% Senior Secured Notes due May 2028 (CUSIP 23166MAA1;U1272MAA5) (the “2028 Notes”), of the Borrower’s election to partially redeem $350 million of the Borrower’s outstanding $550 million 2028 Notes (the “Partial Redemption”). The Borrower also instructed the Trustee to provide notice of the Partial Redemption to the Holders of the 2028 Notes in accordance with the terms of the Indenture governing the 2028 Notes (the “Indenture”). The Partial Redemption is expected to be completed on June 15, 2026 (the “Redemption Date”). The redemption price is expected to be 100% of the principal amount of the 2028 Notes to be redeemed, plus accrued and unpaid interest up to, but excluding, the Redemption Date (the “Redemption Price”).The Partial Redemption and the Borrower’s obligation to pay the Redemption Price on the Redemption Date is conditioned upon the consummation (as and when determined by the Borrower in its sole and absolute discretion) of one or more refinancing transactions by the Borrower yielding net proceeds to the Borrower on or prior to the Redemption Date that are sufficient to pay in full the Redemption Price and amounts due under the other indebtedness of the Borrower being refinanced in connection with such transactions (the “Condition”). The Condition may be waived by the Borrower in its sole discretion.This Current Report on Form 8-K does not constitute a notice of Partial Redemption of the 2028 Notes. Capitalized terms used and not otherwise defined in this section of the Current Report on Form 8-K shall have the respective meanings ascribed to them in the Indenture.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"The filing discloses two material debt-related transactions: (1) an expected amendment to the Credit Agreement to extend maturity of $848 million in term loans to 2033, reduce pricing, and upsize by $353 million, and (2) a partial redemption of $350 million of the $550 million outstanding 2028 Notes at par plus accrued interest, conditioned on refinancing proceeds. While these are significant capital structure events affecting the company's debt profile and financial obligations, they do not fit cleanly into the specific covenant_breach, ma_activity, or dilutive_issuance categories—they represent refinancing and debt management activities that would materially affect a reasonable investor's assessment of the company's leverage and liquidity position.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:26:04.385510+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":4534,"accession_number":"0001628369-26-000098","item_number":"8.01","item_title":"Other Events.Credit Agreement AmendmentCushman \u0026 Wakefield U.S. Borrower, LLC (the “Borrower”) and DTZ UK Guarantor Limited (“U.K. Guarantor”), each a subsidiary of Cushman \u0026 Wakefield Ltd. (the “Company”) expect to amend (the “Amendment”) the Credit Agreement between the Borrower, U.K. Guarantor, JPMorgan Chase Bank, N.A., as administrative agent, and the Lenders party thereto (the “Existing Credit Agreement” and the Existing Credit Agreement as so amended, the “Credit Agreement”) to, among other things, (i) amend certain pricing terms with respect to approximately $848 million aggregate principal amount of outstanding borrowings under the senior secured term loan facility (such term loans as so amended, the “2026-1 Term Loans”), (ii) extend the maturity date of the 2026-1 Term Loans to 2033 and (iii) upsize the principal amount of 2026-1 Term Loans by approximately $353 million. The pricing and maturity of the remaining approximately $840 million aggregate principal amount of outstanding borrowings under the term loan facility (the “2025-3 Term Loans”) provided by the Credit Agreement are expected to remain unchanged in all respects.After giving effect to the Amendment, (i) the 2026-1 Term Loans are expected to bear a variable rate of interest, at the Borrower’s option, equal to either: (a) Term SOFR, plus an applicable margin of 2.25% per annum, or (b) the Base Rate, plus an applicable margin of 1.25% per annum, and (ii) the maturity date of the 2026-1 Term Loans is expected to be extended to the date that is seven years from the effective date of the Amendment. The Amendment is also expected to reset the “soft call” premium of 1.00% for certain repricing transactions with respect to the 2026-1 Term Loans that occur within the six-month period after the effective date of the Amendment.The Credit Agreement is expected (i) to have the same guarantees and collateral as immediately prior to the Amendment, and (ii) include representations and warranties, affirmative and negative covenants, events of default and other material terms applicable to the 2025-3 Term Loans and the 2026-1 Term Loans that are substantially the same as such terms as in effect immediately prior to the Amendment.Capitalized terms used and not otherwise defined in this section of the Current Report on Form 8-K shall have the respective meanings ascribed to them in the Existing Credit Agreement.Notice of Partial Redemption of 2028 NotesOn June 4, 2026, the Borrower notified Wilmington Trust, National Association, the trustee (the “Trustee”) for the Borrower’s 6.750% Senior Secured Notes due May 2028 (CUSIP 23166MAA1;U1272MAA5) (the “2028 Notes”), of the Borrower’s election to partially redeem $350 million of the Borrower’s outstanding $550 million 2028 Notes (the “Partial Redemption”). The Borrower also instructed the Trustee to provide notice of the Partial Redemption to the Holders of the 2028 Notes in accordance with the terms of the Indenture governing the 2028 Notes (the “Indenture”). The Partial Redemption is expected to be completed on June 15, 2026 (the “Redemption Date”). The redemption price is expected to be 100% of the principal amount of the 2028 Notes to be redeemed, plus accrued and unpaid interest up to, but excluding, the Redemption Date (the “Redemption Price”).The Partial Redemption and the Borrower’s obligation to pay the Redemption Price on the Redemption Date is conditioned upon the consummation (as and when determined by the Borrower in its sole and absolute discretion) of one or more refinancing transactions by the Borrower yielding net proceeds to the Borrower on or prior to the Redemption Date that are sufficient to pay in full the Redemption Price and amounts due under the other indebtedness of the Borrower being refinanced in connection with such transactions (the “Condition”). The Condition may be waived by the Borrower in its sole discretion.This Current Report on Form 8-K does not constitute a notice of Partial Redemption of the 2028 Notes. Capitalized terms used and not otherwise defined in this section of the Current Report on Form 8-K shall have the respective meanings ascribed to them in the Indenture.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"The filing discloses two material debt-related transactions: (1) an expected amendment to the Credit Agreement to extend maturity of $848 million in term loans to 2033, reduce pricing, and upsize by $353 million, and (2) a partial redemption of $350 million of the $550 million outstanding 2028 Notes at par plus accrued interest, conditioned on refinancing proceeds. While these are significant capital structure events affecting the company's debt profile and financial obligations, they do not fit cleanly into the specific covenant_breach, ma_activity, or dilutive_issuance categories—they represent refinancing and debt management activities that would materially affect a reasonable investor's assessment of the company's leverage and liquidity position.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T05:26:04.385510+00:00","company_name":"Cushman \u0026 Wakefield Ltd.","ticker":"CWK","filing_date":"2026-06-04"}]}
