Lulus Fashion Lounge (NASDAQ: LVLU) secures new $20M revolver and retires 2021 loan

Rhea-AI Filing Summary

Lulu’s Fashion Lounge Holdings, Inc. entered into a new asset-based revolving credit facility on August 14, 2025. The new Loan and Security Agreement with White Oak Commercial Finance provides a $20 million committed revolver, a $5 million uncommitted accordion feature and a $1 million letter of credit sublimit. Borrowing capacity is tied to a borrowing base calculated from eligible collateral, and borrowings bear interest at the 30-day SOFR rate plus 3.95%. The facility is secured by a first-priority lien on substantially all of the borrowers’ tangible and intangible personal property and includes customary restrictive and financial covenants, including a minimum excess availability covenant, with maturity on August 14, 2028.

Initial funding under the new facility occurred on the same date, and a portion of the proceeds was used to repay approximately $6 million outstanding under the company’s prior 2021 credit agreement with Bank of America. After this repayment, the company had $10 million of borrowings outstanding under the new 2025 credit agreement, and the 2021 agreement was terminated.

Insights

Credit & Capital Structure Analyst

Lulu’s refinances into a new $20M asset-based revolver, replacing its 2021 facility with $10M drawn initially.

The company has put in place a new asset-based revolving credit facility with a $20 million commitment, a $5 million uncommitted accordion and a $1 million letter of credit sublimit. The borrowing base structure means actual availability will depend on the value and eligibility of collateral assets, which can flex with inventory and receivables levels over time.

Borrowings accrue interest at 30-day SOFR plus 3.95%, and the lenders benefit from a first-priority security interest over substantially all tangible and intangible personal property. The agreement adds restrictive and financial covenants, including a minimum excess availability test, which can influence operating flexibility if liquidity tightens. The facility matures on August 14, 2028, giving a multi-year funding horizon.

On the effective date the company used part of the initial funding to repay about $6 million outstanding under its 2021 credit agreement, and then reported $10 million of borrowings under the new facility. This represents a refinancing rather than an incremental term loan, with overall impact depending on future borrowing base levels and how the company manages covenant headroom.

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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 

August 14, 2025 

Date of Report (Date of earliest event reported)

 

Lulu’s Fashion Lounge Holdings, Inc. 

(Exact name of Registrant as Specified in its Charter)

Delaware		001-41059		20-8442468
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification Number)

195 Humboldt Avenue

Chico, California 95928

(Address of Principal Executive Offices) (Zip Code)

(530) 343-3545 

(Registrant’s Telephone Number, Including Area Code)

N/A 

(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 per share		LVLU		The Nasdaq Stock Market LLC

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 x

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 14, 2025 (the “Effective Date”), Lulu's Fashion Lounge Holdings, Inc. (the “Company”), Lulu's Fashion Lounge Parent, LLC and Lulu's Fashion Lounge, LLC (collectively, the “Borrowers”) entered into a Loan and Security Agreement with White Oak Commercial Finance, LLC, as Administrative Agent, and the lenders party thereto (the “2025 Credit Agreement”). The 2025 Credit Agreement is comprised of an asset-based revolving credit facility with a $20 million commitment, a $5 million uncommitted accordion and a $1 million sublimit for letters of credit. The amount that the Borrowers may borrow under the 2025 Credit Agreement is based on a borrowing base calculated based on advance rates for various assets serving as collateral for the 2025 Credit Agreement. Borrowings under the 2025 Credit Agreement bear interest at a rate equal to the 30-day SOFR rate plus 3.95%. The 2025 Credit Agreement is secured by a first-priority security interest in and lien upon all tangible and intangible personal property of the Borrowers, now owned or acquired in the future. The 2025 Credit Agreement includes covenants that limit the Borrowers’ ability to incur indebtedness, to create liens or other encumbrances, to make certain payments and investments, to engage in transactions with affiliates, to guarantee indebtedness and to sell or otherwise dispose of assets and merge or consolidate with other entities. The 2025 Credit Agreement also includes a financial covenant for minimum excess availability under the 2025 Credit Agreement. The 2025 Credit Agreement matures on August 14, 2028.

The initial funding of the 2025 Credit Agreement occurred on the Effective Date, and the proceeds were used in part to repay approximately $6 million outstanding under the Company’s Credit Agreement entered into on November 15, 2021 with Bank of America, as amended (the “2021 Credit Agreement”). As of the Effective Date, and inclusive of the repayment to Bank of America, the Company had $10 million of outstanding borrowings under the 2025 Credit Agreement.

The foregoing description of the 2025 Credit Agreement is qualified in its entirety by reference to the full text of the 2025 Credit Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 1.02. Termination of a Material Definitive Agreement.

In connection with entering into the 2025 Credit Agreement and the repayment in full of all outstanding obligations under the 2021 Credit Agreement, as described under Item 1.01 of this Current Report on Form 8-K, the 2021 Credit Agreement has been terminated.

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 of this Current Report on Form 8-K is incorporated herein by reference.

Item 8.01. Other Events.

On the Effective Date, the Company issued a press release announcing it had entered into the 2025 Credit Agreement. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are filed herewith:

Exhibit Number		Description
10.1		Loan and Security Agreement, dated as of August 14, 2025, among Lulu's Fashion Lounge Holdings, Inc., Lulu's Fashion Lounge Parent, LLC and Lulu's Fashion Lounge, LLC, as borrowers, White Oak Commercial Finance, as administrative agent, and the lenders party thereto.*
99.1		Press release issued by Lulu’s Fashion Lounge Holdings, Inc. on August 14, 2025.
104		Cover Page Interactive Data File (formatted as inline XBRL).

*Certain portions of this exhibit have been omitted in accordance with Regulation S-K Item 601(b)(10)(iv) because they are both (i) not material to investors and (ii) the type of information that the Company customarily and actually treats as private or confidential, and have been marked with ‘‘[***]’’ to indicate where omissions have been made. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the SEC upon its request. Additionally, certain schedules and exhibits to this exhibit have been omitted pursuant to Item 601 of Regulation S-K. The Company hereby undertakes to furnish copies of any of the omitted schedules or exhibits to the SEC upon request by the SEC; provided that the Company may request confidential treatment pursuant to Rule 24b-2 of The Securities Exchange Act of 1934, as amended, for any schedules or exhibits so furnished.

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.

			Lulu’s Fashion Lounge Holdings, Inc.
Date:	August 14, 2025	By:	/s/ Crystal Landsem
			Crystal Landsem
			Chief Executive Officer and Interim Chief Financial Officer

FAQ

What new credit facility did Lulus Fashion Lounge Holdings (LVLU) enter into in August 2025?

On August 14, 2025, Lulus Fashion Lounge Holdings, Inc. and its affiliates entered into a Loan and Security Agreement with White Oak Commercial Finance, LLC, establishing an asset-based revolving credit facility referred to as the 2025 Credit Agreement.

What are the key terms and size of Lulu19s new 2025 Credit Agreement?

The 2025 Credit Agreement includes a $20 million committed asset-based revolver, a $5 million uncommitted accordion feature, and a $1 million sublimit for letters of credit. Borrowings bear interest at the 30-day SOFR rate plus 3.95% and are secured by a first-priority lien on substantially all of the borrowers tangible and intangible personal property.

How much did Lulu19s Fashion Lounge repay on its prior 2021 credit facility?

On the effective date of the new facility, Lulu19s used a portion of the initial funding to repay approximately $6 million of outstanding borrowings under its 2021 Credit Agreement with Bank of America, which was then terminated.

What was Lulu19s outstanding borrowing balance under the new 2025 Credit Agreement after the refinancing?

As of the effective date of the 2025 Credit Agreement, and after repaying the prior facility, Lulu19s had $10 million of outstanding borrowings under the new credit agreement.

When does Lulu19s 2025 Credit Agreement with White Oak Commercial Finance mature?

The 2025 Credit Agreement has a stated maturity date of August 14, 2028, providing a multi-year revolving credit commitment, subject to its terms and covenants.

What covenants and restrictions are included in Lulu19s 2025 Credit Agreement?

The 2025 Credit Agreement includes covenants that limit incurring additional indebtedness, creating liens, making certain payments and investments, engaging in affiliate transactions, guaranteeing indebtedness, and selling or disposing of assets or merging, along with a financial covenant requiring minimum excess availability.