Marblegate Capital Corp 8-K

What Happened
Marblegate Capital Corporation (MCC) announced that subsidiaries entered into a Receivables Loan and Security Agreement on December 30, 2025 providing a secured revolving loan facility of up to $120,000,000 (maturing December 30, 2030) secured by substantially all assets of the borrower, including medallion loan receivables restructured under NYC’s Medallion Relief Program Plus (MRP+), taxi medallion collateral, related accounts and proceeds. MCC issued a Performance Guaranty for certain obligations and, as a related transaction, purchased 100% of TML IV LLC for approximately $15.8 million (closing Dec 30, 2025). Separately, on December 31, 2025, mini‑fleet subsidiaries obtained vehicle financing of about $17.2 million from Auxilior Capital Partners; MCC and related entities provided a guaranty for those loans.

Key Details

• Facility size and term: $120,000,000 revolving facility, available during a revolving period, maturity December 30, 2030.
• Collateral and security: first‑priority liens on receivables (including MRP+ restructured medallion loans), medallion collateral, collection/lockbox accounts, and equity pledge of DPA 1.
• Covenants & conditions: MCC must maintain Consolidated Net Worth ≥ $100,000,000 and (starting FY ending Dec 31, 2026) Adjusted Consolidated Net Income ≥ $1 per fiscal year; borrower must maintain interest‑rate hedging at 80%–110% of estimated facility balance by Jan 31, 2026.
• Mini‑fleet loan: ~$17.2M vehicle financing (Dec 31, 2025) bearing fixed 8.5% interest; guaranty requires MCC to maintain total equity ≥ $100,000,000, Total Debt/Equity ≤ 1.75x, and Debt Service Coverage Ratio ≥ 1.0x (DSCR testing begins June 30, 2027).

Why It Matters
This financing package provides Marblegate with significant secured liquidity to support its medallion loan business (including assets restructured under NYC’s MRP+) and to finance vehicle fleets. The transactions increase consolidated indebtedness and introduce affirmative/negative covenants, hedging requirements and potential early‑amortization/default triggers that investors should monitor (e.g., net worth and income tests, lien perfection, delinquency ratio triggers). The TML IV acquisition consolidates medallion loan assets under MCC, while the Auxilior vehicle loans carry a relatively high fixed interest cost (8.5%), and MCC’s guaranties mean these obligations could affect MCC’s balance sheet and covenant compliance.