Ensign Group (NASDAQ: ENSG) secures $800M credit line to 2031
Rhea-AI Filing Summary
The Ensign Group, Inc. (ENSG) entered into a Fourth Amended and Restated Credit Agreement on August 19, 2026, increasing its revolving credit facility by $200 million to an aggregate principal amount of $800 million and extending the maturity to August 19, 2031. Truist Bank acts as administrative agent for a lending syndicate that includes several major U.S. banks. Borrowings bear interest, at Ensign’s option, at either a base rate plus 0.25%–1.00% per year or Term SOFR plus 1.25%–2.00% per year, in each case tied to the ratio of Consolidated Total Net Debt to Consolidated EBITDA. Ensign will also pay a 0.175%–0.30% annual commitment fee on unused commitments and a drawn commitment fee of 1.25%–2.00% per year. Obligations are joint and several with Standard Bearer Healthcare REIT, Inc., guaranteed by certain domestic subsidiaries, and secured by liens on certain assets, with customary events of default.
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Filing Explained
The amended agreement was entered into on
8-K Event Classification
4 items: 1.01, 2.03, 7.01, 9.01
4 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 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Revolving Credit Facility Size: $800.0 million
Increase in Facility: $200.0 million
Maturity Date: August 19, 2031
+5 more
8 metrics
Revolving Credit Facility Size
$800.0 million
Aggregate principal amount of commitments under the Fourth Amended and Restated Credit Agreement
Increase in Facility
$200.0 million
Incremental increase to the existing revolving credit facility
Maturity Date
August 19, 2031
New maturity date of the amended Credit Facility
Base Rate Margin Range
0.25%–1.00% per annum
Interest margin over base rate, based on leverage ratio
Term SOFR Margin Range
1.25%–2.00% per annum
Interest margin over Term SOFR, based on leverage ratio
Unused Commitment Fee
0.175%–0.30% per annum
Commitment fee on unused portion of commitments
Drawn Commitment Fee
1.25%–2.00% per annum
Fee on drawn commitments under the facility
Healthcare Facilities Operated
398 facilities
Number of healthcare facilities where Ensign’s subsidiaries provide services
Key Terms
revolving Credit Facility, Term Secured Overnight Financing Rate (SOFR), commitment fee, Consolidated EBITDA, +1 more
5 terms
revolving Credit Facility financial
"it has amended its existing revolving Credit Facility with commitments totaling"
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.
Term Secured Overnight Financing Rate (SOFR) financial
"either (i) a base rate plus a margin or (ii) Term Secured Overnight Financing Rate (SOFR)"
A secured overnight financing rate (SOFR) is a widely used benchmark interest rate that reflects the cost of borrowing cash overnight using U.S. Treasury securities as collateral in the repurchase (repo) market. It matters to investors because SOFR serves as the reference rate for many short-term loans, floating-rate bonds, and derivatives, so changes in SOFR affect borrowing costs, interest income, and the valuation of instruments tied to short-term interest rates—think of it as the overnight price of secured cash.
commitment fee financial
"the Company will pay a commitment fee on the unused portion of the commitments"
A commitment fee is a charge a lender applies to a borrower for keeping a loan or line of credit available, even before any money is drawn. Think of it as a reservation fee for borrowing power; the borrower pays to ensure funds will be there when needed. Investors care because it adds to a company’s borrowing cost, affects cash flow and liquidity, and can signal lenders’ willingness to extend credit.
Consolidated EBITDA financial
"based on the ratio of Consolidated Total Net Debt to Consolidated EBITDA"
Consolidated EBITDA is a measure of a parent company’s total operating earnings across all its subsidiaries, calculated before interest, taxes, depreciation and amortization (non‑cash charges). It shows the group’s raw cash‑generation and operating performance independent of financing and accounting choices, so investors use it like comparing the horsepower of an entire fleet rather than individual cars to judge core profitability and to compare firms on a more even footing.
forward-looking statements regulatory
"This press release contains “forward-looking” statements within the meaning of Section 27A"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
FAQ
What did ENSG change in its credit facility on August 19, 2026?
Ensign entered into a Fourth Amended and Restated Credit Agreement, increasing its revolving Credit Facility by $200 million to $800 million in aggregate principal and extending the maturity date to August 19, 2031, with joint and several, secured obligations.
What is the size and maturity of Ensign Group (ENSG)'s amended Credit Facility?
The amended revolving Credit Facility totals $800 million in aggregate principal commitments and has a new maturity date of August 19, 2031, replacing the prior facility that was last amended and restated as of October 1, 2019.
What interest rates apply under ENSG’s new Credit Facility?
Loans bear interest, at Ensign’s option, at either a base rate plus a margin of 0.25%–1.00% per year or Term SOFR plus a margin of 1.25%–2.00% per year, with the margin determined by the ratio of Consolidated Total Net Debt to Consolidated EBITDA.
What fees does Ensign Group (ENSG) pay on its amended Credit Facility?
Ensign pays a commitment fee on unused commitments ranging from 0.175% to 0.30% per year and a drawn commitment fee ranging from 1.25% to 2.00% per year, with levels based on the ratio of Consolidated Total Net Debt to Consolidated EBITDA.
Which lenders participate in ENSG’s amended Credit Facility?
Truist Bank serves as administrative agent, and the lending syndicate includes Citibank, N.A., The Huntington National Bank, U.S. Bank National Association, Wells Fargo Bank, N.A., Bank of America, N.A., BMO Bank, N.A., PNC National Bank, N.A. and Synovus Bank.
How many healthcare facilities does Ensign Group (ENSG) operate?
Ensign’s independent operating subsidiaries provide services at 398 healthcare facilities located across multiple U.S. states, including California, Texas, Arizona, Utah, Washington and others, covering skilled nursing, senior living and various rehabilitative and healthcare services.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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): August 19, 2026
The Ensign Group, Inc .
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||||||||
Registrant's telephone number, including area code: (949 ) 487-9500
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 | ||||||
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 August 19, 2026, The Ensign Group, Inc. ("Ensign" or the "Company"), Standard Bearer Healthcare REIT, Inc., Truist Bank, as administrative agent, and the lenders party thereto entered into the Fourth Amended and Restated Credit Agreement (the Credit Facility) which amended and restated the Third Amended and Restated Credit Agreement as of October 1, 2019, increasing the existing revolving credit facility by $200.0 million to an aggregate principal amount of up to $800.0 million and extending the maturity date of the Credit Facility to August 19, 2031. Borrowings are supported by a lending consortium arranged by Truist Bank, and the lending syndicate includes Citibank, N.A., The Huntington National Bank, U.S. Bank National Association, Wells Fargo Bank, N.A., Bank of America N.A., BMO Bank N.A., PNC National Bank, N.A, and PinnacleSynovus Bank.
The interest rates applicable to loans under the Credit Facility are, at the Company's option, at either (i) a base rate plus a margin ranging from 0.25% to 1.00% per annum or (ii) Term Secured Overnight Financing Rate (SOFR) plus a margin ranging from 1.25% to 2.00% per annum, in each case determined based on the ratio of Consolidated Total Net Debt to Consolidated EBITDA (as such terms are defined in the Credit Facility). In addition, the Company will pay a commitment fee on the unused portion of the commitments that ranges from 0.175% to 0.30% per annum, depending on the ratio of Consolidated Total Net Debt to Consolidated EBITDA. The Company will pay a drawn commitment fee that ranges from 1.25% to 2.00% per annum.
The obligations of the borrowers under the Credit Facility are joint and several, are guaranteed by certain domestic subsidiaries and are secured by liens on certain assets. Customary events of default may result in the termination of commitments and acceleration of outstanding amounts.
The foregoing description of the Credit Facility is qualified in its entirety by reference to the Fourth Amended and Restated Credit Agreement, a copy of which is filed as Exhibit 10.1 hereto and 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 disclosures regarding the Fourth Amended and Restated Credit Agreement contained in Item 1.01 above are hereby incorporated into this Item 2.03 by reference.
Item 7.01. Regulation FD Disclosure.
On August 20, 2026, the Company issued a press release announcing the entry into the Fourth Amended and Restated Credit Agreement (the Credit Facility). A copy of the press release is attached to this Current Report as Exhibit 99.1.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for 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 in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
10.1 | The Fourth Amended and Restated Credit Agreement, dated as of August 19, 2026, by and among The Ensign Group, Inc., Standard Bearer Healthcare REIT, Inc., Truist Bank, as administrative agent, and the lenders party thereto. | |||||||
99.1 | Press Release of the Company dated August 20, 2026 (furnished pursuant to Item 7.01). | |||||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are 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.
| THE ENSIGN GROUP, INC. | ||||||||
Dated: August 20, 2026 | /s/ Chad A. Keetch | |||||||
| Chad A. Keetch | ||||||||
| Chief Investment Officer | ||||||||
The Ensign Group Increases Credit Facility to $800 Million and Extends Maturity
SAN JUAN CAPISTRANO, Calif., August 20, 2026 – The Ensign Group, Inc. (Nasdaq: ENSG), the parent company of the EnsignTM group of companies, which invest in and provide skilled nursing and senior living services, physical, occupational and speech therapies, other rehabilitative and healthcare services, and real estate, announced today that it has amended its existing revolving Credit Facility with commitments totaling $800 million and extended the maturity date to August 19, 2031.
The amended Credit Facility amends the Company's previous revolving Credit Facility and provides enhanced liquidity and financial flexibility to support its ongoing growth strategy, including acquisitions, capital investments and other general purposes.
"We are pleased to complete this financing with the strong support of our lending partners," said Barry Port, Chief Executive Officer. "The increased capacity and long-term commitment from our banking group reflect confidence in our operating model, disciplined growth strategy and financial strength. This facility positions us well to continue pursuing opportunities that create long-term value for our stakeholders while maintaining our conservative approach to capital management."
"Our balance sheet remains a significant competitive advantage," added Chad Keetch, Chief Investment Officer. "The amended facility provides substantial liquidity and flexibility as we continue to invest in both healthcare operations and real estate opportunities throughout the post-acute care continuum."
Truist Bank serves as Administrative Agent for the Credit Facility, and the lending syndicate includes Citibank, N.A., The Huntington National Bank, U.S. Bank National Association, Wells Fargo Bank, N.A., Bank of America, N.A., BMO Bank, N.A., PNC National Bank, N.A. and Synovus Bank.
Additional information regarding the Credit Facility is contained in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 20, 2026.
About Ensign™
The Ensign Group, Inc.'s independent operating subsidiaries provide a broad spectrum of skilled nursing and senior living services, physical, occupational and speech therapies and other rehabilitative and healthcare services at 398 healthcare facilities in Alabama, Alaska, Arizona, California, Colorado, Idaho, Iowa, Kansas, Nebraska, Nevada, Oregon, South Carolina, Tennessee, Texas, Utah, Washington and Wisconsin. More information about Ensign is available at http://www.ensigngroup.net.
Cautionary Note Regarding Forward-Looking Statements
This press release contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, each as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations, assumptions and beliefs about its business, financial performance, operating results, the industry in which it operates and other future events. Forward-looking statements can often be identified by words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," similar expressions, and variations or negatives of these words. These forward-looking statements include, but are not limited to, statements regarding growth prospects and future operating and financial performance. They are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to materially and adversely differ from those expressed in any forward-looking statement.
These risks and uncertainties relate to the Company’s business, its industry and its common stock and include: reduced prices and reimbursement rates for its services; its ability to acquire, develop, manage or improve operations, its ability to manage its increasing borrowing costs as it incurs additional indebtedness to fund the acquisition and development of operations; its ability to access capital on a cost-effective basis to continue to successfully implement its growth strategy; its operating margins and profitability could suffer if it is unable to grow and manage effectively its increasing number of operations; competition from other companies in the acquisition, development and operation of facilities; its ability to defend claims and lawsuits, including professional liability claims alleging that our services resulted in personal injury, and other regulatory-related claims; and the application of existing or proposed government regulations, or the adoption of new laws and regulations, that could limit its business operations, require it to incur significant expenditures or limit its ability to relocate its operations if necessary. Additionally, our business and operations continue to be impacted by the unprecedented nature of the changes in the regulations and environment, as such, we are unable to predict the full extent and duration of the financial impact of these changes on our business, financial condition and results of operations. Therefore, our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors. Readers should not place undue reliance on any forward-looking statements and are encouraged to review the Company’s periodic filings with the Securities and Exchange Commission, including its Form 10-Q and 10-K, for a more complete discussion of the risks and other factors that could affect Ensign’s business, prospects and any forward-looking statements. Except as required by the federal securities laws, Ensign does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changing circumstances or any other reason after the date of this press release.
Contact Information
The Ensign Group, Inc., (949) 487-9500, ir@ensignservices.net.