FTC Solar, Inc. has entered into a Third Amendment and Limited Waiver to its credit agreement, effective September 30, 2026. The amendment, agreed upon by the company and its lenders, modifies the terms of the credit facility originally dated July 2, 2025.
The primary changes involve the deferral of a cash repayment obligation and the adjustment of financial covenants that apply to the company. Specifically, the amendment extends the due date for the next $5,000,000 ECF Repayment amount from September 30, 2026, to March 31, 2027.
Regarding financial covenants, the amendments provide the company with relief for the remainder of 2026. As a result of the changes, no financial covenants applied to the company for the quarter ended September 30, 2026. These covenants will begin to apply again as follows:
- Minimum Unrestricted Cash: This covenant will not apply until January 4, 2027. At that time, the company must maintain unrestricted cash balances of $15,000,000 at all times.
- Minimum Revenue: The minimum revenue covenant will not apply until March 31, 2027. As amended, the company is required to have LQ Revenue of not less than $60,000,000 for the quarter ending March 31, 2027, and at least $75,000,000 for each fiscal quarter thereafter.
- Minimum Consolidated EBITDA: This covenant will not apply until March 31, 2027. The company must have at least $2,000,000 of Consolidated EBITDA for the quarter ending March 31, 2027. Thereafter, the company is required to have at least $25,000,000 of Consolidated EBITDA for the 12 months ending December 31, 2027, and as of the last day of each fiscal year thereafter.
Additionally, commencing with the fiscal quarter ending March 31, 2027, the company’s direct tracker margin must exceed certain thresholds for each fiscal quarter. The existing covenant relating to minimum Purchase Order Amounts was not amended and continues to apply for the quarter ending March 31, 2027.
The amendment also adjusted portions of the definition of Change in Control and removed the Strategic Covenant Standstill Period applicable to the amended financial covenants. FTC Solar announced the amendment via press release on October 5, 2026.
