MediaAlpha (NYSE: MAX) refinances $150M loan, adds $60M revolver

Rhea-AI Filing Summary

MediaAlpha, Inc., through subsidiaries QuoteLab and QL Holdings, entered into an amended and restated credit agreement. The new facility includes a five-year senior secured term loan of $150 million to refinance existing term debt and support general corporate purposes, plus a five-year senior secured revolving credit facility with $60 million in commitments.

Both facilities are guaranteed by QL Holdings and secured by substantially all assets of the borrower and guarantor. Borrowings accrue interest at Term SOFR, Daily Simple SOFR or an Alternate Base Rate, each plus a margin tied to the borrower’s consolidated total net leverage ratio, ranging from 2.00%–3.00% for SOFR-based loans and 1.00%–2.00% for Alternate Base Rate loans. The loans mature on March 25, 2031 and the term loan amortizes quarterly starting with the quarter ending June 30, 2026.

Insights

Credit & capital structure analyst

MediaAlpha refinances term debt and secures new revolving credit capacity through a long-dated, covenant-based facility.

The company’s subsidiaries put in place a senior secured term loan of $150 million and a $60 million revolving credit facility, replacing prior arrangements. Part of the term loan refinances existing term debt, while remaining proceeds support general corporate purposes, indicating a focus on both liability management and flexible liquidity.

Interest is tied to SOFR or an Alternate Base Rate plus margins that vary with the consolidated total net leverage ratio, creating a direct link between borrowing costs and leverage levels. The facilities mature on March 25, 2031, and the term loan amortizes modestly each quarter from June 30, 2026, increasing after March 31, 2030. Customary covenants and required prepayments from non-ordinary asset sales and certain casualty proceeds add discipline but are standard for this type of secured corporate credit.

8-K Event Classification

2 items: 1.01, 9.01

2 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 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Term loan facility size: $150 million Revolving credit facility commitments: $60 million SOFR-based interest margins: 2.00%–3.00% +5 more

8 metrics

Term loan facility size $150 million Senior secured term loan under amended Credit Agreement

Revolving credit facility commitments $60 million New five-year senior secured revolver replacing prior facility

SOFR-based interest margins 2.00%–3.00% Margin over Term SOFR or Daily Simple SOFR based on leverage

Alternate Base Rate margins 1.00%–2.00% Margin over Alternate Base Rate tied to leverage ratio

Facility maturity date March 25, 2031 Maturity of term loan and revolving credit facility

Initial quarterly amortization rate 1.25% Of original term loan principal through quarter ending March 31, 2030

Later quarterly amortization rate 2.50% Of original term loan principal after quarter ending March 31, 2030

Amortization start quarter June 30, 2026 First fiscal quarter in which term loan amortizes

Key Terms

senior secured term loan facility, senior secured revolving credit facility, Term SOFR, Daily Simple SOFR, +2 more

6 terms

senior secured term loan facility financial

"a new five-year senior secured term loan facility in an aggregate principal amount of $150 million"

A senior secured term loan facility is a type of borrowed money that a company takes out, which is backed by its valuable assets like property or equipment. Because it is secured by these assets and ranks higher in repayment priority, it is considered safer for lenders and typically offers lower interest rates. For investors, it provides a relatively stable and priority claim on the company's assets if it encounters financial difficulties.

senior secured revolving credit facility financial

"a new five-year senior secured revolving credit facility with commitments in an aggregate amount of $60 million"

A senior secured revolving credit facility is a multi‑use bank lending line that a company can draw, repay and redraw as needed, backed by specific assets and ranked first in repayment order if the company defaults. Think of it like a collateralized credit card that gives flexible short‑term cash while lenders hold priority to recover their money; investors watch it because it affects a company’s liquidity, borrowing cost, and who gets paid first in financial distress.

Term SOFR financial

"Borrowings under the Credit Agreement will bear interest at a rate equal to, at the option of the Borrower, (i) Term SOFR (as defined in the Credit Agreement)"

Term SOFR is a benchmark interest rate that reflects the cost of borrowing money over a specific period, based on actual transactions in the financial markets. It is used by lenders and borrowers to set the interest rates on loans and financial contracts, helping to ensure rates are fair and transparent. For investors, understanding term SOFR helps gauge borrowing costs and the overall direction of interest rates in the economy.

Daily Simple SOFR financial

"(ii) Daily Simple SOFR (as defined in the Credit Agreement) plus an applicable margin"

Daily simple SOFR is a widely published short-term interest benchmark based on actual overnight secured borrowing costs in the U.S. Treasury repo market; the “daily simple” version means the single-day rate is applied directly to calculate interest for that day rather than being compounded over multiple days. Investors care because it sets the interest paid or earned on floating-rate loans, bonds and cash products, so small daily changes change cash flows, borrowing costs and valuations—think of it as the daily retail price that determines what you pay or receive for short-term money.

Alternate Base Rate financial

"(iii) Alternate Base Rate (as defined in the Credit Agreement) plus an applicable margin"

consolidated total net leverage ratio financial

"The applicable margins will be based on the Borrower’s consolidated total net leverage ratio as calculated under the terms of the Credit Agreement"

Understanding 8-K Material Events →

0001818383FALSE00018183832026-03-252026-03-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): March 25, 2026

_____________________________

MediaAlpha, Inc.

(Exact Name of Registrant as Specified in Its Charter)

_____________________________

Delaware			001-39671			85-1854133
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

700 South Flower Street, Suite 640 Los Angeles, California			90017
(Address of Principal Executive Offices)			(Zip Code)

(213) 316-6256

(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 (see General Instruction A.2. below):
o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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

Class A common stock, $0.01 par value

MAX

New York Stock Exchange

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     o

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.    o

ITEM 1.01 Entry into a Material Definitive Agreement.

On March 25, 2026, QuoteLab, LLC, a Delaware limited liability company (the “Borrower”), and QL Holdings LLC, a Delaware limited liability company (“Holdings”), each a subsidiary of MediaAlpha, Inc., a Delaware corporation, entered into an amendment and restatement agreement (the “Amendment and Restatement Agreement”) to the Credit Agreement dated as of September 23, 2020, as heretofore amended (the “Existing Credit Agreement” and, as amended and restated by the Amendment and Restatement Agreement, the “Credit Agreement”), among the Borrower, Holdings, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

The Credit Agreement provides for (i) a new five-year senior secured term loan facility in an aggregate principal amount of $150 million, the proceeds of which were used to refinance all existing term loans outstanding under the Existing Credit Agreement and the remainder thereof will be used for general corporate purposes, and (ii) a new five-year senior secured revolving credit facility with commitments in an aggregate amount of $60 million, which replaced the existing revolving credit facility under the Existing Credit Agreement. The obligations of the Borrower under the term loan facility and the revolving credit facility are guaranteed by Holdings and secured by substantially all assets of Holdings and the Borrower.

Borrowings under the Credit Agreement will bear interest at a rate equal to, at the option of the Borrower, (i) Term SOFR (as defined in the Credit Agreement) plus an applicable margin, (ii) Daily Simple SOFR (as defined in the Credit Agreement) plus an applicable margin or (iii) Alternate Base Rate (as defined in the Credit Agreement) plus an applicable margin. The applicable margins will be based on the Borrower’s consolidated total net leverage ratio as calculated under the terms of the Credit Agreement for the prior fiscal quarter and range from 2.00% to 3.00% with respect to the SOFR-based rates and 1.00% to 2.00% with respect to the Alternate Base Rate.

Loans under the Credit Agreement may be prepaid, at the option of the Borrower, at any time without premium. Term loans under the Credit Agreement are required to be prepaid from time to time with the proceeds of non-ordinary course asset sales and casualty and condemnation events, subject to customary exceptions.

Loans under the term loan facility and the revolving credit facility will mature on March 25, 2031. Loans under the term loan facility will amortize quarterly, beginning with the fiscal quarter ending June 30, 2026, by an amount equal to (i) through the fiscal quarter ending March 31, 2030, 1.25% of the original aggregate principal amount of the term loans and (ii) for each fiscal quarter thereafter, 2.50% of the original aggregate principal amount of the term loans.

The Credit Agreement contains customary affirmative, negative and financial covenants and default provisions.

The foregoing description of the Credit Agreement does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Amendment and Restatement Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01 – Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.			Description
10.1			Amendment and Restatement Agreement dated March 25, 2026
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.

			MediaAlpha, Inc.
Date: March 30, 2026			By:			/s/ Jeffrey B. Coyne
						Name:			Jeffrey B. Coyne
						Title:			General Counsel & Secretary

FAQ

What new credit facilities did MediaAlpha (MAX) establish?

MediaAlpha, through subsidiaries, established a new senior secured term loan of $150 million and a senior secured revolving credit facility with $60 million in commitments. These replace prior facilities, refinance existing term debt, and provide additional borrowing capacity for general corporate purposes.

How will MediaAlpha (MAX) use the $150 million term loan?

The $150 million senior secured term loan will first refinance all existing term loans outstanding under the prior credit agreement. Any remaining proceeds are designated for general corporate purposes, giving MediaAlpha flexibility in funding operations, investments, or other corporate needs as permitted by the agreement.

When do MediaAlpha’s new credit facilities mature and start amortizing?

Both the new term loan and revolving credit facility mature on March 25, 2031. The term loan begins quarterly amortization with the fiscal quarter ending June 30, 2026, with payments of 1.25% of original principal through March 31, 2030, then 2.50% per quarter thereafter.

How is interest determined on MediaAlpha (MAX) borrowings under the Credit Agreement?

Borrowings bear interest at the borrower’s option based on Term SOFR, Daily Simple SOFR, or an Alternate Base Rate, each plus an applicable margin. The margin depends on the consolidated total net leverage ratio and ranges from 2.00%–3.00% for SOFR loans and 1.00%–2.00% for Alternate Base Rate loans.

What collateral and guarantees support MediaAlpha’s new credit facilities?

The obligations under the term loan and revolving credit facility are guaranteed by QL Holdings LLC, a subsidiary of MediaAlpha, and are secured by substantially all assets of QL Holdings and the borrower, QuoteLab. This structure provides lenders with secured claims on key subsidiary assets.

Can MediaAlpha (MAX) prepay the new term loan without penalties?

Yes. Loans under the Credit Agreement, including the term loan facility, may be prepaid at the borrower’s option at any time without premium. In addition, the term loans must be prepaid from certain non-ordinary course asset sale proceeds and specified casualty or condemnation recoveries, subject to customary exceptions.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 1.3 MB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.7 KB