Bumble (NASDAQ: BMBL) secures $475M term loan and $50M revolver to refinance debt

Rhea-AI Filing Summary

Bumble Inc. entered into a new financing package consisting of a $475.0 million senior secured term loan facility and a $50.0 million super priority revolving credit facility, replacing its prior credit agreement using net term loan proceeds and cash on hand.

The term loan amortizes in equal monthly installments at annual rates of 12.5% of original principal for the first twelve payments and 15.0% thereafter, with the remaining balance due on April 24, 2030. It bears interest, at the borrower’s election, at a Base Rate plus 7.00% or Term SOFR plus 8.00%, and includes mandatory prepayments and early prepayment premiums.

The revolving facility, including a $10.0 million letter of credit sublimit, matures on January 23, 2030 and bears interest at the Base Rate plus 3.00% or Term SOFR plus 4.00%. Both facilities share senior secured guarantees and collateral and include covenants such as a consolidated total leverage ratio initially not exceeding 3.00:1.00 and a minimum liquidity requirement of $25.0 million stepping up to $50.0 million.

Insights

Credit & Capital Structure Analyst

Bumble refinances its debt with a $475M term loan and $50M revolver, tightening leverage and liquidity covenants.

Bumble’s subsidiaries arranged a $475.0 million senior secured term loan and a super priority revolving facility of $50.0 million, including a $10.0 million letter of credit sublimit. Net proceeds plus cash on hand repaid and terminated the existing 2020 credit agreement.

The new facilities carry relatively high spreads—Base Rate plus 7.00% or Term SOFR plus 8.00% on the term loan, and Base Rate plus 3.00% or Term SOFR plus 4.00% on the revolver—consistent with leveraged, secured borrowing. Early term loan prepayments before the third anniversary face a make-whole or 4.00% penalty.

Financial covenants require a consolidated total leverage ratio at or below 3.00:1.00, stepping down to 2.00:1.00 by June 30, 2028, and minimum liquidity of $25.0 million rising to $50.0 million. These terms encourage gradual de-leveraging and maintaining a liquidity buffer, with future compliance visible through quarterly covenant testing after the first full fiscal quarter following closing.

8-K Event Classification

3 items: 1.01, 1.02, 2.03

3 items

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 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

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.

Key Figures

Term loan facility size: $475.0 million Revolving credit facility size: $50.0 million Letter of credit sublimit: $10.0 million +5 more

8 metrics

Term loan facility size $475.0 million Aggregate principal amount of new senior secured term loan facility

Revolving credit facility size $50.0 million Committed amount of new super priority revolving credit facility

Letter of credit sublimit $10.0 million Sublimit within the $50.0 million revolving credit facility

Term loan maturity April 24, 2030 Date remaining term loan balance is payable

Revolver maturity January 23, 2030 Stated maturity of the revolving credit facility

Term loan interest margins Base + 7.00% or SOFR + 8.00% Annual interest over Base Rate or Term SOFR on term loan

Revolver interest margins Base + 3.00% or SOFR + 4.00% Annual interest over Base Rate or Term SOFR on revolver

Minimum liquidity covenant $25.0M then $50.0M Required minimum liquidity from closing, increasing after five months

Key Terms

Term Loan Credit Agreement, Revolving Credit Agreement, Revolving Credit Facility, consolidated total leverage ratio, +2 more

6 terms

Term Loan Credit Agreement financial

"entered into the Term Loan Credit Agreement (the “Term Loan Credit Agreement”), by and among the lenders"

A term loan credit agreement is a formal contract where a borrower receives a fixed sum of money from a lender and agrees to repay it over a set period with interest, much like a multi‑year mortgage or car loan for a business. It matters to investors because the size, cost and rules of the loan affect a company’s cash flow, risk of default and ability to invest or pay dividends; restrictive conditions can also force operational changes.

Revolving Credit Agreement financial

"entered into the Super Priority Revolving Credit Agreement, by and among the Borrower, Holdings"

A revolving credit agreement is a flexible loan arrangement where a borrower can borrow, repay, and borrow again up to a set limit, similar to a credit card. It matters because it gives businesses or individuals quick access to funds whenever needed, helping manage cash flow and cover expenses without applying for a new loan each time.

Revolving Credit Facility financial

"provide a revolving credit facility (the “Revolving Credit Facility”) in an aggregate principal committed amount"

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

consolidated total leverage ratio financial

"compliance with a consolidated total leverage ratio of no greater than 3.00:1.00, stepping down"

Consolidated total leverage ratio measures how much a company owes compared with the profit it generates, calculated across all its units together. Think of it as the company’s total net debt divided by a measure of annual operating cash profit; like comparing how much mortgage you owe to your yearly take-home pay. Investors use it to judge risk: a higher ratio means more debt burden and greater vulnerability to shocks, while a lower ratio suggests a stronger ability to service debt and sustain operations.

minimum liquidity financial

"a covenant requiring the Borrower and its subsidiaries to maintain a minimum liquidity of $25.0 million"

make-whole premium financial

"prepayments made prior to the second anniversary of the Closing Date shall be subject to a make-whole premium"

A make-whole premium is an extra payment a borrower must give bondholders when repaying debt early to compensate them for lost future interest; think of it as a lump-sum “catch-up” to leave lenders financially where they would have been if the loan had run its full term. It matters to investors because it affects how much they receive on early redemption and influences a company’s decision to refinance or repay debt, altering bond value and expected returns.

Understanding 8-K Material Events →

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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): April 24, 2026

Bumble Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-40054		85-3604367
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
1105 West 41st Street, Austin, Texas				78756
(Address of principal executive offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (512) 696-1409

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:

Title of each class		Trading Symbol		Name of each exchange on which registered
Class A common stock, par value $0.01 per share		BMBL		The Nasdaq Stock Market LLC

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.

New Term Loan Credit Facility

On April 24, 2026 (the “Closing Date”), certain subsidiaries of Bumble Inc. (the “Company”) entered into the Term Loan Credit Agreement (the “Term Loan Credit Agreement”), by and among the lenders party thereto (the “Term Lenders”), Guggenheim Credit Services, LLC, as administrative agent (“Term Loan Administrative Agent”), Alter Domus (US) LLC, as collateral agent (“Collateral Agent”), Buzz BidCo, L.L.C., (“Holdings”), Buzz Finco L.L.C. (“Borrower”) and certain subsidiaries of Borrower, as guarantors (the “Guarantor Subsidiaries”). Under the Term Loan Credit Agreement, the Term Lenders agreed to provide a term loan facility (the “Term Loan Facility”) in an aggregate principal amount of $475.0 million.

The Term Loan Facility amortizes in equal monthly installments, commencing on the last day of the first month ending after the 90-day anniversary of the Closing Date, in aggregate annual amounts equal to (x) 12.5% per annum of the original principal amount of the Term Loan Facility, with respect to the first twelve payments occurring after the Closing Date, and (y) 15.0% per annum of the original principal amount of the Term Loan Facility, with respect to each subsequent payment, with the balance payable on April 24, 2030.

Outstanding amounts under the Term Loan Facility bear interest at a rate per annum equal to, at Borrower’s election: (1) a base rate (equal to the greatest of (a) the prime lending rate, (b) the Federal Funds Effective Rate (as defined in the Term Loan Credit Agreement) plus 0.50%, (c) Term SOFR (as defined in the Term Loan Credit Agreement) plus 1.00% per annum and (d) 3.50%) (the “Base Rate”) plus 7.00% or (2) Term SOFR plus 8.00%. Interest on loans bearing interest based upon the Base Rate will be due and payable in arrears on the last business day of each March, June, September and December and on the maturity date of the Revolving Credit Facility. Interest on loans bearing interest based upon Term SOFR will be due and payable in arrears on the last day of each relevant interest period or, for any interest period that exceeds three months, on the respective dates that fall every three months after the beginning of such interest period.

The Term Loan Credit Agreement contains mandatory prepayment requirements, including with respect to excess cash flow, asset sale proceeds, extraordinary receipts and proceeds from certain incurrences of indebtedness. Borrower may voluntarily repay outstanding loans under the Term Loan Facility at any time, provided that any prepayments made prior to the second anniversary of the Closing Date shall be subject to a make-whole premium and any prepayments made on or after the second anniversary of the Closing Date and prior to the third anniversary of the Closing Date shall be subject to a prepayment penalty of 4.00%.

The Term Loan Facility is jointly and severally irrevocably and unconditionally guaranteed on a senior secured basis by Holdings and certain wholly-owned U.S. subsidiaries of Borrower (with certain subsidiaries of Borrower organized in England, Ireland and Cyprus to be joined as guarantors on a post-closing basis), that also guarantee the obligations under the Revolving Credit Agreement (as defined below). The Term Loan Facility and such guarantees are secured by first priority liens on the assets on a pari passu basis with the liens securing the borrowings under the Revolving Credit Agreement and substantially all assets owned by the Borrower and the Guarantor Subsidiaries as of the Closing Date or acquired thereafter, in each case, subject to certain exceptions and limitations.

The Term Loan Credit Agreement contains customary events of default and financial, affirmative and negative covenants, including (i) a financial covenant requiring the Borrower’s and its subsidiaries’ compliance with a consolidated total leverage ratio of no greater than 3.00:1.00, stepping down to 2.75:1.00 on December 31, 2026, 2.50:1.00 on June 30, 2027, 2.25:1.00 on December 31, 2027 and 2.00:1.00 on June 30, 2028, which is tested beginning with the last day of the first full fiscal quarter ending after the Closing Date and the last day of each fiscal quarter ending thereafter during the term of the Term Loan Credit Agreement and (ii) a covenant requiring the Borrower and its subsidiaries to maintain a minimum liquidity of $25.0 million from the Closing Date until the five month anniversary of the Closing Date and $50.0 million thereafter.

2

New Revolving Credit Facility

On the Closing Date, subsidiaries of the Company entered into the Super Priority Revolving Credit Agreement, by and among the Borrower, Holdings, the Guarantor Subsidiaries party thereto, the lenders party thereto (the “RCF Lenders”), the letter of credit issuers and swing line lenders party thereto, Citibank, N.A, as administrative agent (the “Revolving Administrative Agent”) and the Collateral Agent (the “Revolving Credit Agreement”). Under the Revolving Credit Agreement, the RCF Lenders agreed to provide a revolving credit facility (the “Revolving Credit Facility”) in an aggregate principal committed amount of $50.0 million (including a $10.0 million sublimit for issuance of letters of credit).

The Revolving Credit Facility will mature on January 23, 2030.

Outstanding amounts under the Revolving Credit Facility will bear interest at a rate per annum equal to, at Borrower’s election, (1) the Base Rate plus 3.00% or (2) Term SOFR plus 4.00%. Interest on loans bearing interest based upon the Base Rate will be due and payable in arrears on the last business day of each March, June, September and December and on the maturity date of the Revolving Credit Facility. Interest on loans bearing interest based upon Term SOFR will be due and payable in arrears on the last day of each relevant interest period or, for any interest period that exceeds three months, on the respective dates that fall every three months after the beginning of such interest period.

The guarantees and security provided by Holdings, the Borrower and the Guarantor Subsidiaries in respect of the Revolving Credit Agreement are identical to the guarantees and security provided by Holdings, the Borrower and the Guarantor Subsidiaries in connection with the Term Loan Credit Agreement; provided that the Revolving Credit Facility is senior priority in right of payment to the Term Loan Facility.

The Revolving Credit Agreement contains customary events of default and financial, affirmative and negative covenants, including (i) a financial covenant requiring the Borrower’s and its subsidiaries’ compliance with a consolidated total leverage ratio of no greater than 3.00:1.00, stepping down to 2.75:1.00 on December 31, 2026, 2.50:1.00 on June 30, 2027, 2.25:1.00 on December 31, 2027 and 2.00:1.00 on June 30, 2028, which is tested beginning with the last day of the first full fiscal quarter ending after the Closing Date and the last day of each fiscal quarter ending thereafter during the term of the Revolving Credit Agreement and (ii) a covenant requiring the Borrower and its subsidiaries to maintain a minimum liquidity of $25.0 million from the Closing Date until the five month anniversary of the Closing Date and $50.0 million thereafter.

The Company will file copies of each of the Term Loan Credit Agreement and the Revolving Credit Agreement with its Quarterly Report on Form 10-Q for the quarter ending June 30, 2026.

Item 1.02 Termination of a Material Definitive Agreement.

Refinancing of the Existing Credit Agreement

With the net proceeds of the Term Loan Facility, and cash on hand, on the Closing Date, the Company repaid and terminated all of its indebtedness and other obligations outstanding under that certain Credit Agreement, dated as of January 29, 2020 (as amended), by and among Borrower, Holdings, the other guarantors party thereto from time to time, Citibank, N.A., as administrative agent, collateral agent and swingline lender and the lenders and L/C issuers party thereto from time to time. For a description of terms of this agreement, please refer to “Liquidity and Capital Resources—Indebtedness—Credit Agreement” in Item 7, Part II of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2026, which discussion is incorporated herein by reference.

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

The information set forth under Item 1.01 of this report is incorporated by reference into this Item 2.03.

3

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.

				BUMBLE INC.
Date: April 24, 2026				By:		/s/Kevin D. Cook
				Name:		Kevin D. Cook
				Title:		Chief Financial Officer

4

FAQ

What new debt facilities did Bumble Inc. (BMBL) enter into on April 24, 2026?

Bumble’s subsidiaries entered a new senior secured term loan facility of $475.0 million and a super priority revolving credit facility of $50.0 million, including a $10.0 million letter of credit sublimit, forming a new financing package to replace the prior credit agreement.

What are the interest rates on Bumble Inc.’s new $475 million term loan facility?

The term loan bears interest, at the borrower’s election, at a Base Rate plus 7.00% per year or Term SOFR plus 8.00% per year. Interest is payable quarterly for Base Rate loans and at the end of each interest period for Term SOFR loans, with specified interim dates for longer periods.

When do Bumble Inc.’s new term loan and revolving credit facilities mature?

The $475.0 million term loan facility has its remaining balance due on April 24, 2030. The $50.0 million super priority revolving credit facility, including the $10.0 million letter of credit sublimit, is scheduled to mature earlier, on January 23, 2030, under the disclosed terms.

How will Bumble Inc. use proceeds from the new term loan facility?

Bumble used the net proceeds of the $475.0 million term loan facility, together with cash on hand, to repay and terminate all indebtedness and other obligations outstanding under its existing January 29, 2020 credit agreement, effectively refinancing its prior debt structure.

What key financial covenants apply to Bumble Inc.’s new credit facilities?

The agreements include a consolidated total leverage ratio covenant starting at 3.00:1.00 and stepping down to 2.00:1.00 by June 30, 2028. They also require minimum liquidity of $25.0 million initially, increasing to $50.0 million after five months from the closing date.

Does Bumble Inc.’s new term loan facility have prepayment penalties?

Yes. Voluntary prepayments before the second anniversary of the closing date are subject to a make-whole premium. Prepayments on or after the second but before the third anniversary incur a 4.00% prepayment penalty under the term loan credit agreement.

Filing Exhibits & Attachments

3 documents

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