Odin Financing, LLC Announces Entry into $300 Million Revolving Credit Facility With JPmorgan Chase Bank

On May 23, 2025, Odin Financing, LLC, a wholly-owned subsidiary of BILL Holdings, Inc. (the Company), entered into a Revolving Credit and Security Agreement (the 2025 Credit Facility) with JPMorgan Chase Bank, N.A. (JPMorgan), as administrative agent, and the lenders party thereto. The 2025 Credit Facility will provide for up to $300.0 million in revolving loans to be used by Odin Financing to purchase BILL Divvy Corporate Card receivables. The 2025 Credit Facility will mature on November 23, 2027.

In connection with the 2025 Credit Facility, the Company entered into a limited guaranty and indemnity agreement with JPMorgan, whereunder the Company provided a limited guaranty with respect to the obligations of Odin Financing under the 2025 Credit Facility, and Odin Financing entered into a Security Agreement with JPMorgan, pursuant to which obligations under the 2025 Credit Facility are secured by BILL Divvy Corporate Card receivables and certain related collateral. Loans under the 2025 Credit Facility bear interest at a rate per annum determined by reference to the applicable one-month secured overnight financing rate or a base rate, plus an applicable margin of 1.80%. The 2025 Credit Facility contains customary representations, warranties and ongoing affirmative and negative covenants applicable to Odin Financing.

The negative covenants include, among other things, limitations on certain indebtedness, liens, investments, transactions with affiliates, and dividends and other restricted payments. The 2025 Credit Facility also contains customary events of default, which include, among other things, non-payment of principal, interest, fees and other amounts, material breach of a representation or warranty, non-performance of covenants and obligations, default on other material debt, bankruptcy or insolvency, material undischarged judgments, and certain changes of control.