Knight-Swift Transportation Holdings Inc.

Swift Receivables Company II, LLC operates as a special purpose entity facilitating receivables financing arrangements within the transportation and logistics industry. The company functions as the seller in a receivables purchase agreement dated December 31, 2025, structured to monetize accounts receivable generated by its parent company and related originators.

The agreement establishes a securitization facility with a maximum commitment of $575,000,000, enabling Swift Receivables Company II to sell eligible receivables to multiple purchasers and conduit investors. The transaction is administered by PNC Bank, National Association, which serves as the administrative agent, with PNC Capital Markets LLC acting as the structuring agent. Swift Transportation Services, LLC operates as the initial servicer, responsible for collection and administration of the underlying receivables pool.

The receivables underlying this facility originate from Swift Transportation Services, LLC and U.S. Xpress, Inc., both major carriers in the transportation sector. These originators generate receivables through the provision of freight transportation and related logistics services to commercial obligors across North America. The facility accepts receivables denominated in U.S. dollars from obligors located in the United States, Mexico, and Canada, with stated maturities not exceeding specified maximum payment terms.

The transaction incorporates sophisticated credit and collection policies, concentration limits, and performance metrics to manage credit risk. Eligible receivables must satisfy stringent underwriting criteria, including obligor creditworthiness standards, contract validity requirements, and compliance with applicable regulations. The structure includes multiple reserve mechanisms, including concentration reserves, dilution reserves, and capital coverage requirements, designed to protect investor interests throughout the life of the facility.

The agreement establishes comprehensive governance provisions, including conditions precedent to funding, representations and warranties from the seller and servicer, detailed covenants regarding receivables administration and reporting, and events of termination that trigger acceleration and enforcement rights. The facility accommodates both committed purchasers and commercial paper conduit investors, with yield rates determined by reference to either SOFR-based benchmarks or commercial paper rates depending on the funding source.