Crexendo (NASDAQ: CXDO) secures $5M revolver and $5M term loan with Wells Fargo

Rhea-AI Filing Summary

Crexendo, Inc. entered into a new Credit Agreement with Wells Fargo Bank on May 1, 2026, adding two debt facilities: a revolving line of credit of up to $5,000,000 and a $5,000,000 term loan. The term loan proceeds will finance and reimburse the recent acquisition of Estech Systems, LLC and related fees, while the revolving line can also support working capital and other general corporate purposes, with up to $2,500,000 available for standby letters of credit.

Both facilities bear interest at 2.25%–2.75% over SOFR, depending on Crexendo’s total net leverage ratio, and mature on May 1, 2029. Subsidiaries guarantee the obligations and substantially all assets secure them, subject to exceptions. The agreement includes leverage, fixed charge coverage and capital expenditure covenants, and customary events of default that could lead to acceleration of the loans or termination of the credit line if breached.

Insights

Corporate credit analyst

Crexendo adds $10M in bank financing tied to an acquisition, with leverage covenants and asset security.

Crexendo has arranged a Credit Agreement with Wells Fargo Bank consisting of a $5,000,000 revolving line and a $5,000,000 term loan. The term loan funds the Estech Systems acquisition and related costs, while the revolver supports working capital and general corporate uses, including standby letters of credit.

Pricing is floating at 2.25%–2.75% over SOFR, depending on the disclosed total net leverage ratio, and both facilities mature on May 1, 2029. The obligations are guaranteed by most subsidiaries and secured by substantially all assets, indicating a senior, asset-backed structure typical for bank lenders.

The agreement adds financial covenants limiting total net leverage, requiring a minimum fixed charge coverage ratio, and capping annual capital expenditures. Breaches or customary events of default, including a change in control, could trigger acceleration or termination of the line. Future filings may show how close Crexendo operates to these covenant thresholds.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

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 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.

Key Figures

Revolving line of credit: $5,000,000 Term loan: $5,000,000 Standby letter of credit sublimit: $2,500,000 +2 more

5 metrics

Revolving line of credit $5,000,000 Aggregate principal amount under new Credit Agreement

Term loan $5,000,000 Principal amount to fund Estech Systems acquisition

Standby letter of credit sublimit $2,500,000 Portion of revolver available for standby letters of credit

Interest margin range 2.25%–2.75% over SOFR Based on total net leverage ratio for both facilities

Maturity date May 1, 2029 Stated maturity for Line of Credit and Term Loan

Key Terms

Credit Agreement, revolving line of credit, Term Loan, term SOFR, +2 more

6 terms

Credit Agreement financial

"entered into a Credit Agreement with Wells Fargo Bank, National Association"

A credit agreement is a written loan contract between a borrower and a bank or other lender that lays out how much money can be borrowed, the interest rate, repayment schedule, fees, and the rules the borrower must follow. For investors, it matters because those terms affect a company’s cash costs, borrowing flexibility and risk of default — similar to how a mortgage’s rules determine a homeowner’s monthly budget and freedom to make changes.

revolving line of credit financial

"providing for a revolving line of credit in an aggregate principal amount up to $5,000,000"

A revolving line of credit is a flexible borrowing arrangement that allows a person or business to access funds up to a set limit whenever needed, much like a prepaid card. As money is repaid, it becomes available to borrow again, making it a convenient way to manage cash flow or cover ongoing expenses. Investors pay attention to it because it reflects a company’s ability to access quick funds and manage financial flexibility.

Term Loan financial

"and a term loan in the principal amount of $5,000,000 (the “Term Loan”)"

A term loan is a type of loan that is borrowed for a set period of time, with a fixed schedule for repaying the money, usually in regular payments. It matters to investors because it represents a company's borrowing costs and financial stability; reliable repayment of these loans can indicate strong financial health, while difficulties may signal potential risks.

term SOFR financial

"plus, at the Company’s option, either term SOFR or daily simple SOFR"

Term SOFR is a benchmark interest rate that reflects the cost of borrowing money over a specific period, based on actual transactions in the financial markets. It is used by lenders and borrowers to set the interest rates on loans and financial contracts, helping to ensure rates are fair and transparent. For investors, understanding term SOFR helps gauge borrowing costs and the overall direction of interest rates in the economy.

daily simple SOFR financial

"plus, at the Company’s option, either term SOFR or daily simple SOFR"

Daily simple SOFR is a widely published short-term interest benchmark based on actual overnight secured borrowing costs in the U.S. Treasury repo market; the “daily simple” version means the single-day rate is applied directly to calculate interest for that day rather than being compounded over multiple days. Investors care because it sets the interest paid or earned on floating-rate loans, bonds and cash products, so small daily changes change cash flows, borrowing costs and valuations—think of it as the daily retail price that determines what you pay or receive for short-term money.

fixed charge coverage ratio financial

"requires the Company to maintain a minimum fixed charge coverage ratio"

A fixed charge coverage ratio measures how well a company's operating income can cover its fixed, recurring obligations like interest payments and lease costs. Think of it as a safety margin — the higher the number, the more comfortably a business can pay steady bills from its normal earnings, which matters to investors because it signals financial stability, lower default risk, and greater ability to withstand revenue dips.

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): May 1, 2026

_______________

Crexendo, Inc.

(Exact Name of Registrant as Specified in Its Charter)

_______________

Nevada		001-32277		87-0591719
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1225 West Washington St, Suite 213,Tempe, AZ 85288

(Address of Principal Executive Offices) (Zip Code)

(602) 714-8500

(Registrant’s Telephone Number, Including Area Code)

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(s)	Name of each exchange on which registered
Common Stock, par value $0.001	CXDO	Nasdaq Capital 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 May 1, 2026, Crexendo, Inc. (the “Company”) entered into a Credit Agreement with Wells Fargo Bank, National Association (the “Credit Agreement”), providing for a revolving line of credit in an aggregate principal amount up to $5,000,000 (the “Line of Credit”) and a term loan in the principal amount of $5,000,000 (the “Term Loan”).  Proceeds from the Term Loan will be used to finance and reimburse the Company for the recent acquisition of Estech Systems, LLC (the “Estech Acquisition”), the fees and expenses related thereto and transaction costs relating to the Credit Agreement.  Borrowings under the Line of Credit can be used to finance and reimburse the Company for the Estech Acquisition, working capital and for other general corporate purposes.  Up to $2,500,000 of the Line of Credit may be used for standby letters of credit.

Borrowings under the Line of Credit will bear interest at an applicable rate ranging from 2.25% to 2.75% based on the Company’s total net leverage ratio plus, at the Company’s option, either term SOFR or daily simple SOFR. The Term Loan will bear interest at an applicable rate ranging from 2.25% to 2.75% based on the Company’s total net leverage ratio plus term SOFR. The Company is also required to pay a quarterly unused commitment fee on the unused portion of the Line of Credit based on the Company’s total net leverage ratio as of the immediately preceding quarter. The Line of Credit and Term Loan will mature on May 1, 2029. The Line of Credit and Term Loan are jointly and severally guaranteed by the Company’s subsidiaries other than excluded subsidiaries, including certain immaterial foreign subsidiaries and certain other subsidiaries that are prohibited by applicable law or contractual obligation from guaranteeing the obligations under the Term Loan and Line of Credit or for which regulatory approval is required to issue guarantees. The obligations of the Company are secured by substantially all the assets of the Company and the guarantors, subject to certain exceptions set forth in the Credit Agreement.

The Credit Agreement also contains customary representations and warranties and affirmative and negative covenants applicable to the Company and its subsidiaries, including, among other things, restrictions on indebtedness, liens, investments, mergers, dispositions, dividends and other distributions. The Credit Agreement also contains financial covenants, which limits the Company’s allowable total net leverage ratio, requires the Company to maintain a minimum fixed charge coverage ratio and limits the capital expenditures that may be incurred by the Company in any fiscal year. Failure to meet the covenants could result in, among other things, acceleration of any amounts outstanding under the Line of Credit and the Term Loan and and/or termination of the Line of Credit. In addition, the Credit Agreement contains certain customary events of default including, but not limited to, failure to pay principal when due or interest, fees or other amounts payable within three business days of when due, any representation or warranty is incorrect, false or misleading, in any material respect, covenant defaults, certain cross defaults to other material indebtedness, certain judgment defaults, events of bankruptcy and change in control.

The foregoing description of the Credit Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Credit Agreement filed as Exhibit 10.1 hereto 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 disclosures set forth in Item 1.01 hereof are hereby incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Credit Agreement, dated May 1, 2026, by and between Crexendo, Inc. and Wells Fargo Bank, National Association
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

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.

Dated: May 5, 2026

	Crexendo, Inc.
	/S/ RONALD VINCENT
	By:	Ronald Vincent
		Chief Financial Officer

3

FAQ

What new financing did Crexendo (CXDO) secure with Wells Fargo?

Crexendo entered a Credit Agreement with Wells Fargo providing a $5,000,000 revolving line of credit and a $5,000,000 term loan. These facilities add bank financing capacity for acquisitions, working capital, and general corporate purposes under negotiated covenants and security terms.

How will Crexendo use the new $5,000,000 term loan?

The $5,000,000 term loan will finance and reimburse Crexendo for its recent acquisition of Estech Systems, LLC, along with related fees and transaction costs. This ties the new long-term debt directly to funding the completed Estech Acquisition instead of general spending.

What are the key terms of Crexendo’s new revolving line of credit?

The revolving line of credit lets Crexendo borrow up to $5,000,000 for the Estech Acquisition, working capital, and general corporate purposes. Up to $2,500,000 may support standby letters of credit. Borrowings accrue interest at 2.25%–2.75% over SOFR, depending on total net leverage.

When do Crexendo’s new credit facilities with Wells Fargo mature?

Both the revolving line of credit and the $5,000,000 term loan mature on May 1, 2029. This gives Crexendo a multi‑year debt structure to support the Estech Acquisition and ongoing operations before any required refinancing or repayment at maturity.

What financial covenants apply to Crexendo under the Credit Agreement?

The Credit Agreement limits Crexendo’s total net leverage ratio, requires maintaining a minimum fixed charge coverage ratio, and caps annual capital expenditures. These covenants constrain leverage and spending, with potential acceleration or line termination if Crexendo fails to comply.

How is Crexendo’s new debt with Wells Fargo secured and guaranteed?

Crexendo’s obligations under the Credit Agreement are secured by substantially all assets of the company and its guarantor subsidiaries, subject to specified exceptions. Most subsidiaries, excluding certain foreign or restricted entities, provide joint and several guarantees to support repayment.

Filing Exhibits & Attachments

6 documents

Agreements & Contracts

• EX-10.1 CREDIT AGREEMENT 39.4 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 4.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 14.3 KB
• EX-101 XBRL TAXONOMY EXTENSION CALCULATION LINKBASE 898 B
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 9.1 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 2.0 KB