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Balchem Corporation (NASDAQ: BCPC) boosts revolving credit to $650M and 2031

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Balchem Corporation amended its Amended and Restated Credit Agreement on July 24, 2026, increasing the aggregate revolving commitment from $550 million to $650 million and extending the facility’s maturity from July 27, 2027 to July 24, 2031.

The amendment permits foreign subsidiary Balchem B.V. to borrow, eliminates a 10 basis point adjustment to the applicable SOFR rate, and reduces applicable margins for loans at Tier 3 and 4 Consolidated Net Leverage Ratios by 12.5 basis points in each tier, with corresponding base rate reductions. An Omnibus Reaffirmation and Amendment Agreement confirms that existing security and pledge arrangements and related liens and guarantees remain in effect.

Positive

  • Aggregate revolving credit commitments increased from $550 million to $650 million, expanding available liquidity under Balchem’s primary credit facility.
  • Maturity extended to July 24, 2031 while eliminating a 10 bp SOFR adjustment and cutting Tier 3–4 margins by 12.5 bps, directly lowering stated borrowing spreads at higher leverage levels.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Revolving credit commitment $650 million Aggregate revolving commitments after Amendment No. 1 dated July 24, 2026
Prior revolving commitment $550 million Aggregate revolving commitments under the Credit Agreement before the July 24, 2026 amendment
New facility maturity date July 24, 2031 Revised maturity date for the credit facility following Amendment No. 1
Original facility maturity date July 27, 2027 Maturity date under the Amended and Restated Credit Agreement dated July 27, 2022
SOFR adjustment removed 10 basis points Adjustment to the applicable SOFR rate eliminated by the Credit Agreement Amendment
Tier 3–4 margin reduction 12.5 basis points Decrease in applicable margins for loans at Tier 3 and 4 leverage levels
Consolidated Net Leverage Ratio financial
"opposite the Consolidated Net Leverage Ratio (such term as defined in the"
The consolidated net leverage ratio measures how much debt a company carries compared with the cash it generates from core operations, calculated by taking total borrowings minus cash and dividing by annual operating profit. Like comparing a household’s mortgage balance to its yearly income, it tells investors how many years of operating profit would be needed to pay off net debt and thus gauges financial risk, flexibility to invest, and capacity to weather downturns.
Term Benchmark Loans financial
"Applicable Rate for Term Benchmark Loans / RFR Loans / Letter of Credit Fee"
RFR Loans financial
"Applicable Rate for Term Benchmark Loans / RFR Loans / Letter of Credit Fee"
Letter of Credit Fee financial
"Term Benchmark Loans / RFR Loans / Letter of Credit Fee | Applicable Rate"
Omnibus Reaffirmation and Amendment Agreement regulatory
"Omnibus Reaffirmation and Amendment Agreement, dated as of July 24, 2026, among"
Security and Pledge Agreement financial
"terms of that certain Amended and Restated Security and Pledge Agreement, dated"

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FAQ

What did Balchem (BCPC) change in its credit facility on July 24, 2026?
Balchem amended its Amended and Restated Credit Agreement on July 24, 2026, changing size, term and pricing. The revolving commitment rose from $550 million to $650 million, maturity moved to July 24, 2031, and certain SOFR and margin adjustments were reduced or removed.

How did the Balchem (BCPC) amendment affect borrowing costs?
The amendment eases borrowing costs by eliminating a 10 basis point adjustment to the applicable SOFR rate. It also reduces applicable margins for loans at Tier 3 and 4 Consolidated Net Leverage Ratios by 12.5 basis points, with matching reductions to base rate loan spreads.

What is the new maturity date of Balchem’s (BCPC) credit facility?
The credit facility’s maturity was extended from July 27, 2027 to July 24, 2031. This lengthens the term of Balchem’s core revolving financing arrangement, providing longer-dated committed capital from its lender group under the amended Credit Agreement structure.

Did the Balchem (BCPC) credit amendment change which entities can borrow?
Yes. The amendment enables Balchem B.V., a foreign subsidiary, to borrow under the facility alongside the U.S. parent. Domestic subsidiaries continue to act as guarantors, and a related Omnibus Reaffirmation and Amendment Agreement confirms the continuing security and pledge arrangements.

What is the purpose of the Omnibus Reaffirmation and Amendment Agreement for Balchem (BCPC)?
The Omnibus Reaffirmation and Amendment Agreement reaffirms and amends the existing Security and Pledge Agreement. It acknowledges that obligations and liens granted by Balchem and its domestic guarantors remain in effect, maintaining collateral and guarantee support for the amended credit facility.
UNITED STATES
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): July 24, 2026

Balchem Corporation
(Exact name of registrant as specified in its charter)

Maryland
1-13648
13-2578432
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

5 Paragon Drive, Montvale, NJ 07645
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (845) 326-5600

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:
Title of each class
Trading
Symbol(s)
  
Name of each exchange on which registered
Common Stock, par value $.06-2/3 per share.
BCPC
  
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 July 24, 2026, Balchem Corporation, a Maryland corporation (“Balchem”), together with its foreign subsidiary Balchem B.V. (the “Foreign Borrower”), and certain domestic subsidiaries acting as guarantors (the “Domestic Guarantors”), entered into Amendment No. 1 (the “Credit Agreement Amendment”) to that certain Amended and Restated Credit Agreement, dated as of July 27, 2022 (the “Credit Agreement”) with JPMorgan Chase Bank, N.A. and JPMorgan SE, as administrative agents (together, the “Agents”), and the lenders or other financial institutions or entities party thereto.

The Credit Agreement Amendment, among other things, (i) increased the aggregate revolving commitment amount from $550 million to $650 million; (ii) extended the maturity date of the credit facility from July 27, 2027 to July 24, 2031; (iii) enabled the Foreign Borrower to borrow funds; (iv) eliminated the 10 basis point adjustment to the applicable SOFR rate; and (v) reduced the applicable margin for loans at Tier 3 and 4 leverage levels by 12.5 basis points in each tier, with corresponding reductions to the base rates. The applicable rate, as amended by the Credit Agreement Amendment, for any fiscal quarter will be the applicable rate per annum set forth in the table below opposite the Consolidated Net Leverage Ratio (such term as defined in the Credit Agreement Amendment) determined as of the last day of the immediately preceding fiscal quarter:

Pricing Grid
Pricing Tier
Consolidated
Net Leverage
Ratio
Applicable
Rate for Term
Benchmark
Loans / RFR
Loans / Letter
of Credit Fee
Applicable
Rate for Base
Rate Loans
1
< 1.00:1.00
1.00%
0%
2
≥ 1.00:1.00 but
< 2.00:1.00
1.125%
0.125%
3
≥ 2.00:1.00 but
< 3.00:1.00
1.250%
0.250%
4
≥ 3.00:1.00
1.500%
0.500%

Balchem and the Domestic Guarantors also entered into an Omnibus Reaffirmation and Amendment Agreement (the “Reaffirmation Agreement”) that reaffirms and amends the terms of that certain Amended and Restated Security and Pledge Agreement, dated July 27, 2022, among Balchem, the Domestic Guarantors and JPMorgan Chase Bank, N.A.(the “Security Agreement”), and acknowledges that the obligations and liens pursuant thereto remain in effect.

The foregoing summary of the Credit Agreement Amendment and the Reaffirmation Agreement (collectively, the “Loan Documents”) and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of such Loan Documents, which are attached hereto as exhibits to this Form 8-K. Reference is made to the Loan Documents for the definitions of certain capitalized terms not defined in the foregoing summary.

The Loan Documents are not intended to provide investors (other than the parties to the Loan Documents) with any factual information about Balchem, the Foreign Borrower, the Domestic Guarantors or any of Balchem’s subsidiaries or affiliates. The representations, warranties and covenants contained in the Loan Documents were made only for purposes of the Loan Documents and as of specific dates, were solely for the benefit of the parties to the Loan Documents, and are subject to limitations agreed upon by the parties to the Loan Documents. Moreover, the representations and warranties contained in the Loan Documents were made for the purpose of allocating contractual risk between the parties to the Loan Documents instead of establishing matters as facts, and may be subject to standards of materiality applicable to the parties to the Loan Documents that differ from those applicable to investors generally. Investors (other than the parties to the Loan Documents) are not third-party beneficiaries under the Loan Documents and should not rely on the representations, warranties and covenants contained therein or any descriptions thereof as characterizations of the actual state of facts or condition of Balchem, the Foreign

Borrower, the Domestic Guarantors or any of Balchem’s subsidiaries or affiliates. Additionally, information concerning the subject matter of the representations and warranties contained in the Loan Documents may change after the date of the Loan Documents, which subsequent information may or may not be fully reflected in Balchem’s public disclosures.

Item 2.03.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information contained in Item 1.01 concerning Balchem’s direct financial obligations under the Credit Agreement, as amended by the Credit Agreement Amendment, is hereby incorporated herein by reference.

Item 9.01.
Financial Statements and Exhibits.

(d)
Exhibits.

Exhibit
Number
Description
10.1
Amendment No. 1 to Amended and Restated Credit Agreement, dated as of July 24, 2026, among Balchem, the Foreign Borrower, the Domestic Guarantors, the Agents, and the lenders party thereto
10.2
Omnibus Reaffirmation and Amendment Agreement, dated as of July 24, 2026, among Balchem, the Domestic Guarantors and JPMorgan Chase Bank, N.A.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

 
BALCHEM CORPORATION
 
(Registrant)
   
 
By:
/s/ Travis Larsen
  
 
Travis Larsen
 
Assistant Secretary
   
Dated: July 27, 2026
  


Source: View Original Filing on SEC EDGAR

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