NOBLE ROMANS INC 8-K

What Happened

• On June 10, 2026 Noble Romans, Inc. entered into a Credit Agreement with Lake Forest Bank & Trust Company (a Wintrust subsidiary) providing a senior secured term loan of approximately $6.9 million. The company used the proceeds to refinance existing debt and cover transaction costs, and filed the 8-K on June 12, 2026.
• The Term Loan bears interest at Term SOFR plus 4.00% (currently about 7.60% per year), has a five-year maturity, requires fixed monthly principal and interest payments, and is secured by first-priority liens on all assets of the company and its subsidiary.

Key Details

• Total Term Loan: ~ $6.9 million, closed June 10, 2026.
• Use of proceeds: ~$5.4M to repay senior secured loan with Corbel Capital (plus accrued interest), $500,000 to redeem warrants (5,500,000 shares), $580,000 to repay subordinated debt, $196,000 to Three Sixty Seven Advisory for fees, remainder for closing costs/fees.
• Loan economics: Term SOFR + 4.00% (≈7.60% today), 5-year term, fixed monthly payments, 1.00% prepayment fee if prepaid before the second anniversary (none thereafter). No equity or payment-in-kind interest components (unlike prior Corbel loan).
• Covenants and conditions: customary affirmative/negative covenants including specified financial ratios; company must enter interest-rate hedges within 90 days covering at least 50% of outstanding principal through maturity.

Why It Matters

• This refinancing replaces the prior Corbel facility and removes equity-linked/PIK features, reducing potential dilution risk by redeeming warrants for $500,000.
• Investors should note the company now has a $6.9M senior secured obligation with first-priority liens and financial covenants that could restrict flexibility. The loan’s floating-rate exposure is partially addressed by a required hedging program (at least 50% notional).
• The interest cost (currently ~7.6% annual) and fixed monthly payment schedule create predictable near-term cash outflows; monitoring covenant compliance and the company’s cash generation will be important for assessing financial health going forward.