---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-065210"
form_type: "8-K"
ticker: "BNED"
cik: "0001634117"
company_name: "Barnes & Noble Education, Inc."
filed_at: "2023-03-09T23:59:59+00:00"
generated_at: "2026-06-18T07:06:40.350816+00:00"
event_type: "debt"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# BNED amends credit agreements: ABL maturity extended, commitments cut $20M, rates up; term loan maturity extended

## Summary
- ABL facility maturity extended six months to Aug 29, 2024; commitments reduced $20M to $380M.
- ABL interest margin increased to SOFR+3.375% and base rate+2.375%, fixed without pricing grid.
- New financial covenant: Availability must exceed greater of 10% of Aggregate Loan Cap and $32.5M.
- Company must achieve a liquidity-raising milestone by May 31, 2023 (extendable under ABL Credit Agreement).
- Term loan maturity extended six months to Dec 7, 2024; requires Specified Event by May 31, 2023.

## SEC filing metadata
- accession: 0001193125-23-065210
- form_type: 8-K
- ticker: BNED
- cik: 0001634117
- company_name: Barnes & Noble Education, Inc.
- filed_at: 2023-03-09T23:59:59+00:00
- event_type: debt
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1634117/000119312523065210/0001193125-23-065210-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1634117/000119312523065210/d480264d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-065210
- JSON: https://secwatch.observer/filing/0001193125-23-065210.json
- Plain text: https://secwatch.observer/filing/0001193125-23-065210.txt

## Key facts
- Material Agreements
  Barnes & Noble Education, Inc. amended Term Loan Credit Agreement First Amendment with TopLids LendCo, LLC valued at Extended maturity to December 7, 2024; permitted application of proceeds to repay ABL loans; amended (effective 2023-03-08).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: TopLids LendCo, LLC
  - Value: Extended maturity to December 7, 2024; permitted application of proceeds to repay ABL loans; amended
  - Effective: 2023-03-08
  source text: among the Company, as borrower, certain subsidiaries of the Company party thereto as guarantors, TopLids LendCo, LLC and Vital Fundco, LLC, as lenders, and TopLids LendCo, LLC, as administrative agent and collateral agent for the lenders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1634117/000119312523065210/0001193125-23-065210-index.htm
- Material Agreements
  Barnes & Noble Education, Inc. amended ABL Credit Agreement Sixth Amendment with Bank of America, N.A. valued at Extended maturity to August 29, 2024; reduced commitments by $20M to $380M; increased interest margi (effective 2023-03-08).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: Bank of America, N.A.
  - Value: Extended maturity to August 29, 2024; reduced commitments by $20M to $380M; increased interest margi
  - Effective: 2023-03-08
  source text: Amendment (the “ABL Amendment”) to the Credit Agreement, dated as of August 3, 2015 (as amended prior to the ABL Amendment, the “ABL Credit Agreement”), among the Company, as the lead borrower, the other borrowers party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent and collateral agent for the lenders (the “ABL Agent”) and (ii) a First Amendment (the “Term Loan Amendment”) to the Term Loan Credit Agreement, dated as of June 7, 2022 (as amended prior to the Term Loan Amendment, the “Term Loan Credit Agreement”), among the Company, as borrower, certain subsidiaries of the Company party thereto as guarantors, TopLids LendCo, LLC and Vital Fundco, LLC, as lenders, and TopLids LendCo, LLC, as administrative agent and collateral agent for the lenders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1634117/000119312523065210/0001193125-23-065210-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.