Beachbody (BODY) Enters Material Definitive Agreement

TL;DR

**Beachbody just signed a big deal, details pending, could be a game-changer.**

AI Summary

The Beachbody Company, Inc. (BODY) filed an 8-K on January 12, 2024, reporting an event that occurred on January 9, 2024, related to an 'Entry into a Material Definitive Agreement.' This filing indicates a significant new contract or agreement has been made, which could impact the company's operations, financial health, or strategic direction. Investors should pay close attention to the details of this agreement, as it could signal a major shift in the company's business model or a new partnership that could affect future revenue and profitability.

Why It Matters

This filing signals a potentially significant business development for Beachbody, which could influence its future financial performance and strategic direction. Investors need to understand the nature of this agreement to assess its impact on the stock.

Risk Assessment

Risk Level: medium — The filing indicates a material agreement but lacks specific details, creating uncertainty about its potential positive or negative impact.

Analyst Insight

Smart investors should monitor for subsequent filings or press releases from Beachbody that will provide specific details about this 'Material Definitive Agreement' to assess its potential impact on the company's financials and strategic direction before making any investment decisions.

Key Numbers

• 001-39735 — SEC File Number (identifies Beachbody's registration with the SEC)
• 85-3222090 — IRS Employer Identification No. (Beachbody's tax identification number)
• 400 Continental Blvd Suite 400, El Segundo, California, 90245 — Business Address (Beachbody's principal executive offices)
• (310) 883-9000 — Registrant's Telephone Number (Beachbody's main contact number)

Key Players & Entities

• Beachbody Company, Inc. (company) — the registrant filing the 8-K
• BODY (company) — the trading symbol for Beachbody Company, Inc.
• January 9, 2024 (date) — the date of the earliest event reported
• January 12, 2024 (date) — the filing date of the 8-K
• New York Stock Exchange (company) — where Beachbody's Class A Common Stock is registered
• $0.0001 (dollar_amount) — par value per share of Class A Common Stock

Forward-Looking Statements

• Beachbody will release further details about the 'Material Definitive Agreement' in a subsequent filing or press release. (Beachbody Company, Inc.) — high confidence, target: Q1 2024
• The 'Material Definitive Agreement' will involve a strategic partnership or a significant contract related to its fitness and wellness offerings. (Beachbody Company, Inc.) — medium confidence, target: Q1 2024

FAQ

Key Financial Figures

• $0.0001 — tered Class A Common Stock, par value $0.0001 per share BODY The New York Stock E
• $50.0 million — original aggregate principal amount of $50.0 million (the “Credit Facility”).
• $19.0 million — e minimum liquidity levels shall be (A) $19.0 million at all times from the Closing Date thro
• $24.0 million — ng Date through March 31, 2024, and (B) $24.0 million at all times thereafter through the mat
• $1.0 m — ity in an aggregate principal amount of $1.0 million, together with accrued interest t
• $30,000 — d a related prepayment premium equal to $30,000. The foregoing summary of the Consent

Filing Documents

• body-20240109.htm (8-K) — 40KB
• body-ex10_1.htm (EX-10.1) — 69KB
• body-ex10_1.pdf (EX-10.1) — 456KB
• 0000950170-24-004246.txt ( ) — 861KB
• body-20240109.xsd (EX-101.SCH) — 25KB
• body-20240109_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Consent and Amendment to Financing Agreement On January 9, 2024 (the “Closing Date”), Beachbody, LLC (the “Borrower”), a subsidiary of The Beachbody Company, Inc. (the “Company”), the lenders party thereto and Blue Torch Finance, LLC (“Blue Torch”), as collateral agent and as administrative agent, entered into that certain Consent No. 1 and Amendment No. 3 to Financing Agreement (the “Consent and Amendment”), which amended the Company’s existing Financing Agreement, dated as of August 8, 2022 (as previously amended, the “Financing Agreement”), by and among the Company, the Borrower, the lenders party thereto from time to time and Blue Torch, as collateral agent and as administrative agent, which provided for a senior secured term loan facility in an original aggregate principal amount of $50.0 million (the “Credit Facility”). The Consent and Amendment, among other things, (i) consents to the sale of certain assets by the Borrower and (ii) amends certain terms of the Financing Agreement, including without limitation, the minimum liquidity financial covenant thereunder, such that the minimum liquidity levels shall be (A) $19.0 million at all times from the Closing Date through March 31, 2024, and (B) $24.0 million at all times thereafter through the maturity of the Credit Facility. In connection with the Consent and Amendment, on the Closing Date, the Borrower made a partial prepayment of the term loans under the Credit Facility in an aggregate principal amount of $1.0 million, together with accrued interest thereon and a related prepayment premium equal to $30,000. The foregoing summary of the Consent and Amendment is qualified in its entirety by reference to the full text of the Consent and Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by referen

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Consent No. 1 and Amendment No. 3 to Financing Agreement, dated as of January 9, 2024 by and among the Borrower, the lenders party thereto and Blue Torch, as collateral agent and as administrative agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. The Beachbody Company, Inc. Date: January 12, 2024 By: /s/ Kush Desai Kush Desai, Executive Vice President and Deputy General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR