TYLER TECHNOLOGIES INC 8-K

What Happened

• Tyler Technologies Inc. announced (filed an 8‑K) that on May 28, 2026 it entered into an Amended and Restated Credit Agreement with various lenders and Wells Fargo Bank, N.A. as Administrative Agent. The new unsecured revolving credit facility provides up to $1.0 billion and matures May 28, 2031. This agreement replaces Tyler’s prior $700 million unsecured credit facility (the 2024 Credit Agreement) that was scheduled to mature in September 2029. At closing, Tyler had no borrowings outstanding under either the new or the prior facility.

Key Details

• Facility size and term: $1.0 billion revolving facility, maturity May 28, 2031.
• Accordion/expansion: Tyler may request incremental capacity up to the greater of $525 million or 100% of its prior-four-quarter EBITDA, plus additional amounts up to a total net leverage cap of 3.25x.
• Pricing and fees: Borrowings bear interest at either prime + 0.125%–0.75% or 1/3/6‑month SOFR + 1.125%–1.75% (margin varies with Tyler’s net leverage). Commitment fee initially 0.125% p.a., range 0.125%–0.25% based on leverage. Prepayments allowed without penalty (subject to certain minimums and SOFR breakage costs).
• Security and covenants: Unsecured, guaranteed by Tyler’s material domestic subsidiaries; contains customary representations, affirmative/negative covenants, financial ratio requirements and limits on dividends, investments and additional indebtedness. Uses include general corporate purposes, working capital, acquisitions and capex.

Why It Matters

• The agreement increases Tyler’s committed revolving capacity from $700M to $1.0B and extends the maturity to 2031, improving liquidity flexibility and giving the company more capacity for operations, acquisitions or capital spending. The accordion feature offers additional optional borrowing capacity tied to EBITDA and leverage levels. Investors should note the new pricing and covenant framework, and that the facility is unsecured but guaranteed by domestic material subsidiaries; at closing there were no outstanding borrowings under the facilities.