Arq, Inc. (NASDAQ: ARQ) revises liquidity covenant in MidCap credit deal

Rhea-AI Filing Summary

Arq, Inc. reported that it entered into a second amendment to its existing Credit, Security and Guaranty Agreement with MidCap Funding IV Trust and the lenders party to that agreement. The amendment updates how borrowing availability is calculated under the revolving credit facility and revises the company’s minimum liquidity covenant.

Under the revised covenant, the minimum liquidity required from December 10, 2025 through January 30, 2026 is set at $2.0 million. Beginning January 31, 2026 and at all times thereafter, the minimum liquidity requirement increases to $5.0 million. The full text of the amendment is filed as an exhibit for reference.

Insights

Credit & capital structure analyst

Arq adjusts liquidity covenant levels in its MidCap revolving credit facility.

The company entered into a second amendment to its Credit, Security and Guaranty Agreement with MidCap Funding IV Trust and related lenders. This amendment changes the way borrowing availability is calculated and alters the minimum liquidity covenant tied to the revolving credit agreement.

The covenant sets minimum liquidity at $2.0 million for the period from December 10, 2025 through January 30, 2026, increasing to $5.0 million from January 31, 2026 onward. Liquidity covenants define how much cash or readily available funding a borrower must maintain, so these changes describe the thresholds Arq is required to meet under this facility.

Because the filing does not disclose other financial metrics or performance data, the direct impact on Arq’s financial position is not detailed here. Future company filings that discuss compliance with this amended agreement will give more context on how these covenant levels relate to Arq’s day‑to‑day liquidity.

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U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 9, 2025

ARQ, INC.

(Name of registrant as specified in its charter)

Delaware

001-37822

27-5472457

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

8051 E. Maplewood Avenue, Suite 210, Greenwood Village, CO						80111
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (720) 598-3500

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

Securities registered pursuant to Section 12(b) of the Act:

Class

Trading Symbol

Name of each exchange on which registered

Common stock, par value $0.001 per share

ARQ

Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

			Emerging growth company			☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.						☐

Item 1.01 Entry into a Material Definitive Agreement.

On December 9, 2025, Arq, Inc. (the "Company") and certain of its subsidiaries, entered into the second amendment (the "Second Amendment") to the Credit, Security and Guaranty Agreement (the "Revolving Credit Agreement"), dated December 27, 2024, as amended on May 6, 2025, with MidCap Funding IV Trust, in its capacity as agent, the lenders from time to time party thereto, and any entities that become party thereto as Guarantors. The Second Amendment provides for, among other things, amendments to the borrowing availability calculation included in the Revolving Credit Agreement, and an update to the Company's minimum liquidity covenant providing for decreased minimum liquidity required for the date range shown in the table below:

Applicable Dates						Minimum Liquidity Required
December 10, 2025, through January 30, 2026						$2.0 million
January 31, 2026, and at all times thereafter						$5.0 million

The foregoing description of the Second Amendment is only a summary of its material terms and does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01						Financial Statements and Exhibits.
(d)						Exhibits

Exhibit No.						Description
10.1						Amendment No. 2, dated as of December 9, 2025, to Credit, Security and Guaranty Agreement, dated as of December 27, 2024 and as amended on May 6, 2025, by and among Arq, Inc., certain subsidiaries of Arq, Inc., MidCap Funding IV Trust as agent, and the lenders from time to time party thereto.***
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

*** – Portions of this exhibit have been omitted pursuant to Item 601(b)(10) as information that the Company customarily and actually treats that information as private or confidential and is not material.

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: December 11, 2025

Arq, Inc.

Registrant

/s/ Robert Rasmus

Robert Rasmus

Chief Executive Officer

2

FAQ

What did Arq, Inc. change in its credit agreement in this 8-K?

Arq, Inc. entered into a second amendment to its Credit, Security and Guaranty Agreement with MidCap Funding IV Trust and the lenders party to that agreement, updating the borrowing availability calculation and revising the company’s minimum liquidity covenant.

How did Arq, Inc. adjust its minimum liquidity covenant?

The amendment sets Arq’s minimum liquidity requirement at $2.0 million from December 10, 2025 through January 30, 2026, and at $5.0 million on January 31, 2026 and at all times thereafter.

What are the key dates for Arq, Inc.’s new liquidity thresholds?

From December 10, 2025 through January 30, 2026, Arq must maintain at least $2.0 million of minimum liquidity, and from January 31, 2026 onward the minimum increases to $5.0 million.

Who are the counterparties to Arq, Inc.’s amended credit facility?

The amended Credit, Security and Guaranty Agreement is among Arq, Inc., certain of its subsidiaries, MidCap Funding IV Trust as agent, and the lenders from time to time party to the agreement.

Where can investors find the full terms of Arq, Inc.’s Second Amendment?

The complete Second Amendment is filed as Exhibit 10.1, titled “Amendment No. 2, dated as of December 9, 2025, to Credit, Security and Guaranty Agreement,” and is incorporated by reference.

Does this Arq, Inc. filing discuss revenues or earnings?

This report focuses on the Second Amendment to Arq, Inc.’s revolving credit agreement and related liquidity covenant changes; it does not present revenue or earnings results.