Business context and reporting period
i3 Verticals, Inc. filed this Form 8-K on October 9, 2026, to report that its subsidiary, i3 Verticals, LLC, entered into an amended and restated credit agreement on that date. The agreement replaces the company’s May 8, 2023 credit agreement. This is a financing update, not a periodic financial-results filing.
Key financial and debt terms
- Revolver: $350 million in aggregate commitments. Proceeds may fund working capital, capital expenditures, and other lawful corporate purposes.
- Potential additional facilities: The borrower may seek additional term loans or revolving commitments up to the greater of $100 million or 100% of consolidated EBITDA for the most recently completed four-quarter period, plus certain qualifying debt prepayments. Additional commitments are subject to conditions and lender participation.
- Interest and fees: Borrowings may bear interest at a base rate or Term SOFR, plus a leverage-based margin. The disclosed margins range from 0.50% to 1.50% for base-rate loans and 1.50% to 2.50% for Term Benchmark loans. Commitment fees range from 0.125% to 0.275%; letter-of-credit fees range from 1.50% to 2.50%. Actual pricing depends on the borrower’s consolidated total net leverage ratio.
- Collateral and guarantees: Obligations are guaranteed by the company and certain material, wholly owned domestic subsidiaries, and secured by first-priority interests in substantially all of their tangible and intangible assets, subject to exceptions.
- Financial covenants: Minimum consolidated interest coverage ratio of 3.00 to 1.00 and maximum consolidated total net leverage ratio of 4.00 to 1.00, tested at each fiscal quarter-end.
- The filing does not disclose the amount borrowed, facility utilization, cash balance, revenue, profit, cash flow, or current liquidity.
Changes versus the prior agreement
The filing confirms that the amended and restated agreement replaces the prior facility but does not quantify changes in commitments, pricing, maturity, or other terms versus the previous agreement. It therefore does not establish whether the company’s available borrowing capacity or cost of debt increased or decreased.
Outlook, risks, and unusual items
The borrower may voluntarily repay loans or reduce unused commitments without premium or penalty. If revolver borrowings exceed $350 million, the excess must be prepaid. The agreement restricts, among other matters, additional debt and liens, asset dispositions, mergers, certain investments and restricted payments, and certain affiliate transactions. Customary defaults include payment and covenant defaults, cross-defaults to material indebtedness, bankruptcy or insolvency events, certain judgments, and specified changes in control. The filing provides no management outlook or financial guidance.
Investor facts to verify
- Review the attached credit and security agreements for maturity, detailed conditions, exceptions, and complete covenant and default provisions.
- Check subsequent filings for actual borrowings, letters of credit, facility availability, and any additional commitments.
- Compare the full amended terms with the prior agreement to assess changes in capacity, pricing, collateral, and maturity.
- Monitor quarterly covenant compliance and leverage, which affect both pricing and access to the facility.