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|8-KJan 30, 4:12 PM ET

ZILLOW GROUP, INC. 8-K

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Zillow Group, Inc. Enters $500M Revolving Credit Facility

What Happened

  • Zillow Group, Inc. announced on January 30, 2026 that it entered into a Credit Agreement providing a $500 million revolving credit facility (with an additional $250 million accordion option) among the Company, borrower Zillow, Inc., MFTB Holdco, Inc., lenders, and Goldman Sachs Bank USA as administrative agent and issuing bank. The facility matures January 30, 2031. As of January 30, 2026, there were no outstanding borrowings under the facility. Proceeds may be used for general corporate purposes.

Key Details

  • Facility size: $500 million committed revolver, expandable by up to $250 million subject to agreement terms.
  • Maturity: January 30, 2031; loans may be borrowed, repaid and reborrowed until maturity.
  • Pricing & fees: interest at either Alternate Base Rate + 0.25%–0.75% (depending on leverage) or SOFR + 1.25%–1.75%; unused commitment fee of 0.25% quarterly.
  • Covenant & security: financial covenant limits Total Net Leverage Ratio to 3.75:1.00 (temporary 0.75 step-up available after a Qualified Acquisition, exercisable up to twice); covenant applies if usage exceeds 30% of commitments. Borrower obligations are guaranteed by the Company, MFTB Holdco and certain subsidiaries and secured by first-priority liens on substantially all assets (customary exclusions).
  • Events of default include non-payment, covenant breaches, insolvency, material judgments, change of control and certain ERISA events.

Why It Matters

  • The new revolver provides Zillow with committed liquidity and flexibility for general corporate needs without immediate borrowings. Interest rates vary with the company’s leverage, so borrowing costs will rise if leverage increases. The financial covenant can restrict leverage and potentially limit actions like large acquisitions, dividends or share repurchases if usage and leverage thresholds are exceeded. The facility is secured and guaranteed, meaning lenders have priority claims on assets if defaults occur, and an event of default could accelerate repayment obligations.