Asure Software Enters $115 Million Credit Facility and Acquires SEUS Payroll Assets

On October 15, 2026, Asure Software, Inc. entered into a Credit Agreement (the “Credit Agreement”) with MUFG Bank, LTD as the administrative agent and various lenders. The agreement establishes a Senior Credit Facility with a total borrowing capacity of $115 million. The facility consists of three components: an $85.0 million term loan facility, a $10.0 million five-year revolving credit facility, and a $20.0 million delayed-draw term loan facility.

As of the closing date, the Company has drawn the full $85.0 million of the initial term loan balance. The Company has not yet drawn any amounts under the revolving or delayed-draw facilities. The initial term loan balance will be repaid through quarterly installments beginning April 1, 2027, with the final maturity date set for October 15, 2031. The interest rate for the initial three-month period is 7.04249%, calculated based on Term SOFR plus 3.00%.

The Credit Agreement includes financial covenants that require the Company to maintain a Consolidated Net Leverage Ratio no greater than 3.50 to 1.00 and a Consolidated Fixed Charge Coverage Ratio of not less than 1.25 to 1.00, both tested quarterly. The facility is secured by substantially all of the Company’s assets.

In connection with the new facility, the Company terminated its previous Credit, Security and Guaranty Agreement with MidCap Financial Trust. As part of this termination, the Company paid an aggregate amount of approximately $62.6 million to MidCap to satisfy all outstanding obligations under the previous agreement and promissory note.

Separately, the Company acquired certain assets of a payroll processing business located in the southeastern United States (the “SEUS Seller”). The aggregate purchase price for the transaction was $26.5 million, comprised of $13.5 million in cash, a $3.0 million promissory note due April 15, 2028, and 1,206,141 shares of Common Stock valued at $8.29 per share for a total of $10.0 million. The issuance of these shares was made pursuant to an exemption from registration under the Securities Act of 1933.