Galaxy Gaming loan caps spending at 10% of prior net revenue
The changes affect capital-spending permissions and how certain financial ratios are calculated under the existing credit agreement.
Rhea-AI Filing Summary
Galaxy Gaming, Inc. amended its credit agreement with BMO Bank N.A., increasing the annual capital expenditure limitation for the company and its subsidiaries to no more than 10% of the prior year’s net revenue per annum. The amendment also permits a one-time $505,361.00 EBITDA addback solely for determining compliance with certain financial ratios under the agreement.
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8-K Event Classification
Key Figures
Key Terms
EBITDA addback financial
capital expenditure limitation financial
financial ratios financial
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 23, 2026
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Securities registered pursuant to Section 12(b) of the Act: None
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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 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 September 23, 2026, Galaxy Gaming, Inc. (the “Company”) entered into an amendment (the “Second Amendment”) to its Credit Agreement dated as of January 6, 2025 between the Company and BMO Bank N.A., a national banking association, as amended by that certain First Amendment to Loan Documents dated as of July 24, 2026 (as amended, the “Credit Agreement”).
The Second Amendment, among other things, (i) increases the annual capital expenditure limitation imposed upon the Company and any of its Subsidiaries, up to no more than ten percent (10%) of the prior year’s net revenue per annum and (ii) approves a one-time EBITDA addback in the amount of $505,361.00 solely for purposes of determining compliance with certain financial ratios set forth in the Credit Agreement.
The foregoing description of the Second Amendment is not complete and is qualified in its entirety by reference to the Second Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K (this “Current Report”) 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 under Item 1.01 is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
d) Exhibits
Exhibit No. Description
10.1 Second Amendment to Loan Documents dated as of September 23, 2026, by and between Galaxy Gaming, Inc. and BMO Bank N.A.
104 Cover Page Interactive Data File (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.
Dated: September 25, 2026
GALAXY GAMING, INC.
By: /s/ Steven Kopjo
Steven Kopjo
Chief Financial Officer