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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): July 9, 2026 (July 7, 2026)
Everforth, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-35636 | | 95-4023433 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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4400 Cox Road, Suite 110, Glen Allen, Virginia | 23060 |
(Address of Principal Executive Offices) | (Zip Code) |
(888) 482-8068
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:
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| Title of each class | Trading Symbol | Name of exchange on which registered |
| Common Stock | EFOR | NYSE |
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 7, 2026, Everforth, Inc. (the “Company”) entered into the Third Amendment to its Third Amended and Restated Credit Agreement (the “Third Amendment”), by and among the Company, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent. The Third Amendment amends the Company’s existing Third Amended and Restated Credit Agreement, dated as of August 31, 2023 (as amended, restated, amended and restated, supplemented and otherwise modified to date, the “Existing Credit Agreement” and the Existing Credit Agreement as amended by the Third Amendment, the “Credit Agreement”) by, among other things, (a) increasing the aggregate commitments under the revolving credit facility from $500.0 million to $600.0 million, (b) extending the maturity of the revolving credit facility from February 14, 2028 to July 7, 2031; provided, that if any of the Company’s 2028 senior unsecured notes remain outstanding on the date that is ninety-one days prior to the stated maturity thereof in an aggregate principal amount in excess of $110.0 million or the Company’s term B loans remain outstanding on the date that is ninety-one days prior to the stated maturity thereof, then the maturity date of the revolving credit facility will instead be the date that is ninety-one days prior to the stated maturity of the Company’s 2028 senior unsecured notes or term B loans, or any permitted refinancing or extension of such indebtedness, as applicable, (c) amending the interest rate for the revolving credit facility to range from, at the Company’s option, Term SOFR (as defined in the Credit Agreement) plus an applicable margin of 1.75 to 2.75 percent or the base rate plus an applicable margin of 0.75 to 1.75 percent, and (d) amending the consolidated secured leverage ratio financial covenant to step down from 3.75 to 1.00 to 3.50 to 1.00 starting with the quarter ending June 30, 2027 and to step down from 3.50 to 1.00 to 3.25 to 1.00 starting with the quarter ending June 30, 2028.
Proceeds of borrowings on the revolving credit facility were used in part to pay off the Company’s existing term A loans in full.
Consistent with the Existing Credit Agreement, the Company’s obligations in respect of the revolving credit facility and term B loans are secured by substantially all of the Company’s assets, subject to customary exceptions, and guaranteed by the material domestic subsidiaries of the Company.
The Company and its subsidiaries are otherwise subject to the same terms and conditions as those set forth in the Existing Credit Agreement, including but not limited to representations and warranties, affirmative and negative covenants, and events of default.
The foregoing description of the Third Amendment is only a summary and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is attached hereto as Exhibit 10.1 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 information set forth in Item 1.01 is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On July 9, 2026, the Company issued a press release announcing the Third Amendment and providing information regarding the Company’s second quarter 2026 earnings call. A copy of this press release is furnished as Exhibit 99.1 to this Report.
The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the company or the operating partnership under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
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| (d) Exhibits | | |
| Exhibit Number | | Description |
| 10.1† | | Third Amendment to Third Amended and Restated Credit Agreement, dated as of July 7, 2026, by and among Everforth, Inc., as the borrower, Wells Fargo Bank, National Association, as administrative agent, and the lenders named therein |
| 99.1 | | Press Release dated July 9, 2026 |
| 104.1 | | Cover page interactive data file (embedded within the Inline XBRL document) |
† Schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish a copy of all omitted schedules to the SEC upon its request.
SIGNATURE
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | Everforth, Inc. |
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| Date: July 9, 2026 | | /s/ Marie L. Perry |
| | Marie L. Perry |
| | Executive Vice President and Chief Financial Officer |
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Everforth, Inc. Successfully Completes Refinancing and Upsizes to a new $600 Million Revolving Credit Facility Enhancing Financial Flexibility
Schedules Second Quarter 2026 Earnings Release and Conference Call
RICHMOND, VA, July 9, 2026 – Everforth, Inc. (NYSE: EFOR), a leading technology and digital engineering firm, announced today that the Company has successfully completed the refinancing and upsizing of its $500 million Revolving Credit Facility (“Revolver”), with a new five-year $600 million facility, extending the maturity date from 2028 to 2031.
“The successful refinancing and upsizing of our credit facility reflects the strength of our balance sheet, the durability of our free cash flow generation, and confidence in Everforth’s long-term growth strategy,” said Everforth’s Chief Executive Officer, Ted Hanson. “With enhanced financial flexibility and a disciplined approach to capital allocation, we are well positioned to support future growth while continuing to deploy capital in the best interests of our stockholders.”
Additional Transaction Details
Borrowings under the new Revolving Credit Facility are priced at the Secured Overnight Financing Rate (SOFR) plus 175 to 275 basis points, dependent upon secured leverage borrowing levels. A commitment fee of 30 to 45 basis points is payable on the undrawn portion of the Revolver. The new facility, which is leverage neutral, will be used to refinance the existing $500 million Revolving Credit Facility and $100 million Term Loan A. The refinancing transaction was led by Wells Fargo Securities, LLC, Truist Securities, Inc., BofA Securities, Inc. and JPMorgan Chase Bank, N.A.
Q2 2026 Earnings Call Date
Everforth also announced today that it will host its second quarter 2026 conference call on Wednesday, July 29, 2026, at 4:30 p.m. ET. The Company’s financial results and prepared remarks will be posted to its website prior to the call.
The dial-in number for this conference call is 877-407-0792 (+1-201-689-8263 outside the United States). Please reference Conference ID number 13760713. A replay of the conference call will be available from 7:30 p.m. ET July 29, 2026, until August 12, 2026. The dial-in number for the replay is 844-512-2921 (+1-412-317-6671 outside the United States) and the replay access code is 13760713. The webcast for this call will be available at www.everforth.com.
About Everforth, Inc.
Everforth, Inc. (NYSE: EFOR) is a leading technology and digital engineering company that helps organizations adapt, innovate, and thrive in a world of constant change. Our six solution areas — AI and data, cloud and infrastructure, application and digital engineering, experience, cybersecurity, and enterprise platforms — accelerate time to value for our commercial and federal clients. Powered by proprietary assets, accelerators, and proven expertise, Everforth turns complexity into progress and delivers measurable outcomes. Everforth: Adapt and Thrive™. Learn more at everforth.com.
Safe Harbor
Certain statements made in this news release are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and involve a high degree of risk and uncertainty. Forward-looking statements include statements regarding our anticipated financial and operating performance. All statements in this news release, other than those setting forth strictly historical information, are forward-looking statements. Forward-looking statements are not guarantees of future performance and actual results might differ materially. In particular, we make no assurances that the proposed revenue, expense, and profit estimates outlined above will be achieved.
Additional examples of forward-looking statements in this press release include, without limitation, statements regarding risks detailed from time-to-time in our reports filed with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on February 25, 2026. We specifically disclaim any intention or duty to update any forward-looking statements contained in this news release.
Contact:
Kimberly Esterkin
Vice President, Investor Relations
kimberly.esterkin@everforth.com