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  4. [8-K] Broadstone Net Lease, Inc. Reports Material Event

Broadstone Net Lease (NYSE: BNL) cuts loan margins with new $300M facility

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

Rhea-AI Filing Summary

Broadstone Net Lease, Inc. entered into Amendment No. 2 to its Amended and Restated Credit Agreement, adding a new $300,000,000 Term Loan II Facility maturing on January 30, 2030 and reducing interest margins on both existing term loans and the revolving credit facility based on credit ratings.

The operating company may extend the new facility twice for 12 months per extension, subject to conditions and a 0.125% extension fee on outstanding principal, and may draw during an availability period of up to 12 months. Based on a Baa2 / BBB rating, current margins are 0.800% on revolving benchmark or RFR loans and 0.900% on term benchmark or RFR loans. A related third amendment to the separate Regions term loan agreement revises definitions and aligns its provisions with the amended credit agreement.

Positive

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Negative

  • None.

Filing Explained

As of July 28, 2026, the new $300 million facility adds borrowing capacity; the filing shows neither a draw nor equity dilution.

The company reports that its July 28, 2026 amendments created a $300,000,000 Term Loan II Facility available to borrow for up to 12 months, but no draw is disclosed.

The filing places the event under Item 2.03, creation of a direct financial obligation; the disclosed amount is facility principal, not proceeds already received.

The filing discloses no borrowing, proceeds, equity issuance, or dilution, so it does not establish a current change in cash or common share count.

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.
Term Loan II Facility size $300,000,000 Additional term loans under the Amended and Restated Credit Agreement
Term Loan II maturity January 30, 2030 Stated maturity date of Term Loan II Facility
Extension fee rate 0.125% Fee on aggregate principal for each extension of Term Loan II Facility
Maximum number of extensions 2 Operating company may extend the Term Loan II Facility twice
Revolving benchmark margin range 0.675%–1.350% per annum Margin range for Term Benchmark or RFR revolving loans based on credit rating
Term loan benchmark margin range 0.750%–1.550% per annum Margin range for Term Loan Facility benchmark or RFR borrowings
Current revolving benchmark margin 0.800% per annum Applied with Baa2 / BBB investment grade rating on Revolving Loan Facility
Current term loan benchmark margin 0.900% per annum Applied with Baa2 / BBB rating on Term Loan Facility
Amended and Restated Credit Agreement financial
"entered into Amendment No. 2 to Amended and Restated Credit Agreement"
An amended and restated credit agreement is a company’s original loan contract that has been updated and replaced by a single new document incorporating all changes. Think of it like refinancing and rewriting a mortgage so new payment schedules, interest rates, borrowing limits, or borrower obligations are combined into one clear contract. Investors care because those new terms change a company’s cash flow, borrowing flexibility and default risk, which can affect creditworthiness and share value.
Term Loan II Facility financial
"additional term loans in the aggregate principal amount of $300,000,000 (the Term Loan II Facility)"
Revolving Loan Facility financial
"the applicable margin for Revolving Loan Facility borrowings is adjustable"
A revolving loan facility is a flexible credit line a company can draw from, repay, and draw again as needed, similar to a business-sized credit card. It matters to investors because it provides short-term cash for operations, acquisitions, or unexpected expenses without issuing new shares, and its size, cost, and terms signal a company’s liquidity, borrowing capacity and financial resilience under stress.
Term Benchmark Loans financial
"between 0.750% and 1.550% per annum for Term Benchmark Loans or RFR Loans"
Base Rate borrowings financial
"0.000% to 0.550% per annum for Base Rate borrowings"

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FAQ

What financing action did Broadstone Net Lease (BNL) take on July 28, 2026?
Broadstone Net Lease entered into Amendment No. 2 to its Amended and Restated Credit Agreement. This adds a $300,000,000 Term Loan II Facility maturing on January 30, 2030 and reduces interest rate margins on existing term loans and the revolving credit facility, tied to credit ratings.

How large is Broadstone Net Lease’s (BNL) Term Loan II Facility and when does it mature?
The Term Loan II Facility provides additional term loans in an aggregate principal amount of $300,000,000. These loans form a separate series under the amended credit agreement and are scheduled to mature on January 30, 2030, subject to any exercised extension options by the operating company.

What interest rate margins apply under Broadstone Net Lease’s (BNL) amended credit facilities?
Revolving benchmark or RFR loans carry rating-based margins from 0.675% to 1.350% per year, while term benchmark or RFR loans range from 0.750% to 1.550%. With a Baa2 / BBB rating, current margins are 0.800% on revolving benchmark or RFR loans and 0.900% on term benchmark or RFR loans.

What extension options exist for Broadstone Net Lease’s (BNL) Term Loan II Facility?
The operating company may extend the Term Loan II Facility twice, each time for 12 months, if specified conditions are met. For each extension, it must pay an extension fee equal to 0.125% of the aggregate principal amount of loans outstanding under the Term Loan II Facility.

How long can Broadstone Net Lease (BNL) draw on the Term Loan II Facility?
The Term Loan II Facility may be drawn during an availability period beginning on Amendment No. 2’s effective date and lasting up to 12 months, unless commitments are fully utilized earlier or are terminated or reduced to zero by the parties to the agreement.

What is the Regions Amendment mentioned by Broadstone Net Lease (BNL)?
The Regions Amendment is the Third Amendment to the Term Loan Credit Agreement with Regions Bank as administrative agent. It revises certain defined terms and adds other changes so that provisions of the Regions term loan agreement conform to the amended Amended and Restated Credit Agreement.

Do the new interest margins affect both existing and new loans at Broadstone Net Lease (BNL)?
Yes. The applicable margins described in Amendment No. 2 apply to all outstanding borrowings under the amended credit facility. This includes both pre-existing term loans and revolving borrowings, as well as new borrowings under the Term Loan II Facility created by the amendment.
FALSE000142418200014241822026-07-282026-07-28

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 28, 2026
________________________________________________________
BROADSTONE NET LEASE, INC.
(Exact name of Registrant as Specified in Its Charter)
________________________________________________________
Maryland001-3952926-1516177
(State or Other Jurisdiction
of Incorporation)		(Commission File Number)(IRS Employer
Identification No.)
207 High Point Drive
Suite 300
Victor, New York
14564
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, Including Area Code:585 287-6500
(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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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 classTrading
Symbol(s)		Name of each exchange on which registered
Common Stock, $0.00025 par value BNLThe New York Stock Exchange
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.
Amendment No. 2 to Amended and Restated Credit Agreement
On July 28, 2026, Broadstone Net Lease, Inc. (the “Company”), Broadstone Net Lease, LLC, the Company’s operating company (the “Operating Company”), JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto entered into Amendment No. 2 to Amended and Restated Credit Agreement (“Amendment No. 2”), which amends that certain Amended and Restated Credit Agreement, dated as of February 28, 2025, as amended by Amendment No. 1 to Amended and Restated Credit Agreement, dated as of December 16, 2025 (as so amended, the “A&R Credit Agreement”), by and among the Company, the Operating Company, the lenders referenced therein, and the Administrative Agent.
Amendment No. 2 provides for, among other things: (i) additional term loans in the aggregate principal amount of $300,000,000 (the “Term Loan II Facility”) maturing on January 30, 2030, made as a new, separate series of term loans under the A&R Credit Agreement by certain lenders (the “Increasing Lenders”); and (ii) a reduction in the applicable interest rate margin for the term loans under the A&R Credit Agreement (applicable for pre-existing term loans under the A&R Credit Agreement and for borrowings under the Term Loan II Facility). The Operating Company has the option to extend the Term Loan II Facility twice for twelve months per extension, subject to certain conditions set forth in the A&R Credit Agreement, including payment of an extension fee equal to 0.125% of the aggregate principal amount of the loans outstanding under the Term Loan II Facility.
Amendment No. 2 allows the Operating Company to borrow under the Term Loan II Facility during a specified availability period, which is the period beginning on the effective date of Amendment No, 2 and expiring on the earlier to occur of (i) the date that is 12 months following the effective date of Amendment No. 2, (ii) the date on which all commitments under the Term Loan II Facility have been fully utilized, and (iii) the date on which the commitments under the Term Loan II Facility are terminated or reduced to zero.
Pursuant to Amendment No. 2, the applicable margin for Revolving Loan Facility borrowings is adjustable based upon the Operating Company's credit rating and is between 0.675% and 1.350% per annum for Term Benchmark or RFR Loans and 0.000% and 0.350% per annum for Base Rate borrowings. The margin for Term Loan Facility borrowings is adjustable based upon the Operating Company's credit rating and is between 0.750% and 1.550% per annum for Term Benchmark Loans or RFR Loans and 0.000% to 0.550% per annum for Base Rate borrowings.
Based on the Operating Company’s current investment grade credit rating of Baa2 / BBB, the applicable margin for (i) the Revolving Loan Facility equals 0.800% per annum for Term Benchmark or RFR Loans and 0.000% for Base Rate Borrowings, and (ii) the Term Loan Facility equals 0.900% per annum for Term Benchmark or RFR Loans and 0.000% per annum for Base Rate borrowings. The applicable margins described above apply to all outstanding borrowings under the A&R Credit Facility, as amended by Amendment No. 2, regardless of whether such borrowings were pre-existing or borrowings under the Term Loan II Facility. Except as expressly amended by Amendment No. 2, the terms and conditions of the A&R Credit Agreement remain in full force and effect.
Certain of the lenders party to Amendment No. 2, the Administrative Agent, and their respective affiliates have performed, and may in the future perform, various commercial banking, investment banking, lending, and other financial and advisory services for the Company and its subsidiaries for which they have received, and will receive, customary fees and expenses.
Third Amendment to Term Loan Credit Agreement
As previously disclosed, the Company and the Operating Company are also party to a Term Loan Credit Agreement, dated as of August 1, 2022, by and among the Operating Company, as borrower, the Company, as parent, Regions Bank, as administrative agent, and the lenders party thereto, as amended by the First Amendment to Term Loan Credit Agreement, dated as of February 28, 2025, and the Second Amendment to


Term Loan Credit Agreement, dated as of December 16, 2025 (as so amended, the “Regions Term Loan Agreement”).
On July 28, 2026, the Company, the Operating Company, and the other parties to the Regions Term Loan Agreement entered into the Third Amendment to Term Loan Credit Agreement (the “Regions Amendment”), whereby the parties agreed to: (i) revise certain defined terms and (ii) include other amendments to conform certain provisions of the Regions Term Loan Agreement to the terms of the A&R Credit Agreement, as amended by Amendment No. 2.
Except as expressly amended pursuant to the Regions Amendment, the terms and conditions of the Regions Term Loan Agreement remain in full force and effect.
The foregoing descriptions of the terms of Amendment No. 2 and the Regions Amendment are not, and do not purport to be, complete, and are qualified in their entirety by reference to the copies of Amendment No. 2, and the Regions Amendment filed as Exhibit 10.1, and Exhibit 10.2 hereto, respectively, and 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 disclosure included in Item 1.01 above is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
INDEX TO EXHIBITS
Exhibit No.Description
10.1
Amendment No. 2 to Amended and Restated Credit Agreement, dated as of July 28, 2026, by and among the Company, the Operating Company, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent
10.2
Third Amendment to Term Loan Credit Agreement, dated as of July 28, 2026, by and among the Operating Company, the Company, the lenders party thereto, and Regions Bank, as Administrative Agent
10.3Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL


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 thereunto duly authorized.
BROADSTONE NET LEASE, INC.
Date:July 29, 2026By:/s/ John D. Callan
Name: John D. Callan
Title: Senior Vice President, General Counsel and Secretary

Source: View Original Filing on SEC EDGAR

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