Repay Holdings Corp 8-K

What Happened
Repay Holdings Corporation announced on June 1, 2026 that it entered into a Credit Agreement providing a $500.0 million senior secured first‑lien term loan and a $100.0 million senior secured first‑lien revolving credit facility. The Company used the Term Loan proceeds, together with cash on hand, to finance the purchase price of its previously announced acquisition of KUBRA and the revolver will be available for working capital, permitted acquisitions, capital expenditures and general corporate purposes. The Company also issued a press release the same day announcing the financing and the closing of the acquisition.

Key Details

• Credit facilities: $500.0M Term Loan Facility and $100.0M Revolving Credit Facility (includes $15.0M letters‑of‑credit sublimit and $15.0M swingline).
• Interest margins: Term loan margins are 5.5% (term SOFR) / 4.5% (base rate); Revolver initially 4.25% (term SOFR) / 3.25% (base rate), subject to adjustments.
• Maturities and amortization: Term loan matures on the earlier of the 7th anniversary or 91 days before the Company’s 2029 convertible notes maturity (with certain exceptions) and is subject to scheduled quarterly amortization; revolver matures earlier of the 5th anniversary or specified earlier dates tied to the convertible notes.
• Security and covenants: Obligations are senior secured and guaranteed by REPAY and certain subsidiaries, secured by substantially all assets; covenant requires a maximum total net leverage ratio of 6.10 to 1.00.

Why It Matters
This financing provides immediate cash to complete the KUBRA acquisition and adds a committed revolving line for liquidity and corporate needs. Investors should note the material increase in secured debt, the relatively high interest margins (which will increase interest expense), scheduled amortization of the term loan, and a leverage covenant (6.10x) that could constrain future leverage or capital allocation until compliance is demonstrated. The secured, guaranteed nature of the loans also means substantial company assets are pledged as collateral.