Galaxy Gaming (OTCQB: GLXZ) secures loan change for $4M buybacks
Rhea-AI Filing Summary
Galaxy Gaming, Inc. entered into a First Amendment to its January 6, 2025 credit agreement with BMO Bank N.A. on July 24, 2026. The amendment permits the company to repurchase up to $4 million of its capital stock, equity interests or warrants, subject to specific conditions.
Conditions include maintaining at least $5 million in unencumbered liquid assets after any such payment, using as the sole funding source the termination fee paid to Galaxy Gaming by Evolution Malta Holding Limited, compliance with all financial covenants, and other specified requirements. The amendment also revises the Fixed Charge Coverage Ratio and certain financial reporting requirements owed to the bank.
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8-K Event Classification
Key Figures
Key Terms
Fixed Charge Coverage Ratio financial
unencumbered liquid assets financial
restricted payment financial
termination fee financial
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FAQ
What change did Galaxy Gaming (GLXZ) make to its debt agreement?
How much stock can Galaxy Gaming (GLXZ) repurchase under the amended credit terms?
What liquidity requirements apply to Galaxy Gaming’s (GLXZ) potential repurchases?
What is the allowed funding source for Galaxy Gaming’s (GLXZ) repurchases?
Besides buybacks, what else did Galaxy Gaming (GLXZ) change in the amendment?
When was Galaxy Gaming’s (GLXZ) credit agreement and its First Amendment dated?
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
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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
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On July 24, 2026, Galaxy Gaming, Inc. (the “Company”) entered into an amendment (the First Amendment”) to its Credit Agreement dated as of January 6, 2025 (the “Credit Agreement”) between the Company and BMO Bank N.A., a national banking association (“Bank”).
The First Amendment amended the Credit Agreement to, among other things, permit the Company to repurchase up to $4 million of the Company’s capital stock, equity interests or warrants, provided that such approved restricted payment satisfies certain conditions, including that (i) the Company has minimum unencumbered liquid assets of $5 million after taking into account such approved restricted payments; (ii) the sole source of funds for the payment of such approved restricted payment is the termination fee paid to the Company in connection with the termination of the merger agreement by Evolution Malta Holding Limited, (iii) the Company is in compliance with all financial covenants; and (iv) certain other conditions are satisfied. The First Amendment also amended the Fixed Charge Coverage Ratio, and various requirements related to the provision of certain financial reports by the Company to the Bank.
The foregoing description of the First Amendment is not complete and is qualified in its entirety by reference to the First 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 |
Description | |
| 10.1 | First Amendment to Loan Documents dated as of July 24, 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: July 29, 2026 | GALAXY GAMING, INC. | |||||
| By: | /s/ Steven Kopjo | |||||
| Steven Kopjo | ||||||
| Chief Financial Officer | ||||||