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Get filing alertsUpwork secures up to $150M revolving credit facility with Bank of America, maturing 2029
Filed June 23, 2026 · Period ending June 23, 2026 · ~1 min read
Key Changes
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Upwork entered a up to $150M revolving credit facility with Bank of America, including a $10M letter of credit sublimit and option to expand by up to $50M, providing significant liquidity for operations and strategic initiatives.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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Proceeds may fund working capital, repay existing convertible debt, cover transaction fees, and finance potential acquisitions, signaling possible capital structure optimization and M&A activity.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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The facility matures June 2029 with interest at Term SOFR plus 2.00%-2.50% or Base Rate plus 1.00%-1.50%, with margins tied to leverage ratio, incentivizing lower debt levels.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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The facility is secured by substantially all company assets and includes standard covenants restricting liens, debt, dividends, M&A, and asset sales, plus financial maintenance requirements.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
Summary
Upwork has secured a up to $150 million revolving credit facility with Bank of America, providing the company with substantial financial flexibility through June 2029. The facility includes a $10 million letter of credit sublimit and an accordion feature allowing expansion by up to $50 million. This represents a significant liquidity enhancement for the freelance marketplace platform.
The disclosed use of proceeds is particularly noteworthy for retail investors. Beyond standard working capital needs, Upwork explicitly identified two strategic applications: repaying existing convertible debt and funding potential acquisitions. The convertible debt repayment option suggests active capital structure management, potentially reducing dilution risk from future conversions.
The acquisition funding provision signals Upwork may be positioning for inorganic growth opportunities in the fragmented freelance platform market. The facility carries standard secured lending terms, including asset collateral and financial covenants requiring maintenance of leverage and coverage ratios. The variable interest rate structure (SOFR plus 2.00%-2.50% or Base Rate plus 1.00%-1.50%) ties borrowing costs to the company's leverage profile, creating a financial incentive to maintain conservative debt levels. For shareholders, this facility represents enhanced financial flexibility without immediate dilution, though the covenants will constrain certain corporate actions going forward.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
The proceeds of the Credit Facility may be used to fund the Company’s working capital and other general corporate purposes, repurchase or repay certain existing convertible indebtedness of the Company, pay fees and expenses in connection with the transaction and fund potential acquisitions, subject to the terms of the Credit Facility.
The facility proceeds can be used for working capital, repaying existing convertible debt, transaction fees, and funding acquisitions. The explicit mention of repaying convertible debt suggests Upwork may be managing its capital structure, while the acquisition funding option signals potential M&A activity.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 23, 2026 · How we verify