NCMI Terminates Material Agreement, Faces New Obligations
Ticker: NCMI · Form: 8-K · Filed: Jan 27, 2025 · CIK: 1377630
Sentiment: neutral
Topics: agreement-termination, financial-obligation
Related Tickers: NCMI
TL;DR
NCMI just terminated a big deal and now has new financial obligations. Watch out.
AI Summary
National CineMedia, Inc. (NCMI) announced on January 24, 2025, the termination of a material definitive agreement. This action also resulted in the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The filing includes financial statements and exhibits related to these events.
Why It Matters
The termination of a significant agreement and the subsequent financial obligations could impact National CineMedia's financial health and future business operations.
Risk Assessment
Risk Level: medium — Termination of material agreements and creation of new financial obligations can introduce uncertainty and financial risk.
Key Players & Entities
- National CineMedia, Inc. (company) — Registrant
- NCMI (company) — Ticker Symbol
- January 24, 2025 (date) — Date of earliest event reported
FAQ
What specific material definitive agreement was terminated by National CineMedia, Inc.?
The filing does not specify the name of the material definitive agreement that was terminated.
What are the details of the new financial obligation created for National CineMedia, Inc.?
The filing states that a direct financial obligation or an obligation under an off-balance sheet arrangement was created, but does not provide specific details.
What is the effective date of the termination of the material definitive agreement?
The earliest event reported is January 24, 2025.
Are there any immediate financial impacts disclosed from this termination?
The filing does not disclose immediate financial impacts, only that a new obligation was created.
What is the purpose of filing the financial statements and exhibits mentioned?
The financial statements and exhibits are filed in relation to the entry into, and termination of, material definitive agreements and the creation of financial obligations.
Filing Stats: 1,010 words · 4 min read · ~3 pages · Grade level 12.2 · Accepted 2025-01-27 08:15:09
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share NCMI The Nasdaq Stock Mar
- $45 million — er"). The Loan Agreement provides for a $45 million senior secured revolving credit facilit
- $55 million — minated all commitments under its prior $55 million asset backed senior secured revolving c
- $5 million — ding quarter. The Credit Facility has a $5 million sublimit for the issuance of letters of
Filing Documents
- ncmi-20250124.htm (8-K) — 47KB
- ncmi-ex10.htm (EX-10) — 1010KB
- 0000950170-25-008998.txt ( ) — 1329KB
- ncmi-20250124.xsd (EX-101.SCH) — 23KB
- ncmi-20250124_htm.xml (XML) — 4KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On January 24, 2025 (the "Effective Date"), National CineMedia, LLC ("NCM LLC"), as borrower, entered into a Loan and Security Agreement (the "Loan Agreement") with U.S. Bank National Association, as lender (the "Lender"). The Loan Agreement provides for a $45 million senior secured revolving credit facility (the "Credit Facility") that matures on January 24, 2028 (the "Maturity Date"). In connection with entering into the Loan Agreement, NCM LLC repaid in full amounts outstanding and terminated all commitments under its prior $55 million asset backed senior secured revolving credit facility evidenced by that certain Loan, Security and Guarantee Agreement, dated as of August 7, 2023, among NCM LLC, CIT Northbridge Credit LLC, as agent, and the lenders party thereto (as amended, supplemented or otherwise modified, the "Prior Credit Agreement" and "Prior Facility"). As of January 27, 2025, NCM LLC has not made any borrowings under the Credit Facility. The new Credit Facility has numerous improvements versus the Prior Facility including (i) the meaningful reduction of the Company's overall interest expense, (ii) the extension of the maturity, and (iii) a cash flow-based revolving loan compared to the asset-based revolving loan of the Prior Facility. Borrowings under the Loan Agreement may be used for, among other things, working capital and other general corporate purposes of the Company. Borrowings under the Credit Facility bear interest at a floating rate equal to term SOFR (subject to a floor of zero) plus an applicable margin of 2.00%. A commitment fee of 0.25% is payable quarterly in arrears based on the average daily amount of the undrawn portion of the commitments under the Credit Facility for the preceding quarter. The Credit Facility has a $5 million sublimit for the issuance of letters of credit. Certain of NCM LLC's future subsidiaries (collectively, the "Guarantors") are required to guarantee the r
02 Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement. On the Effective Date, NCM LLC repaid in full amounts outstanding and terminated all commitments under the Prior Credit Agreement. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure required by this Item 2.03 is included in Item 1.01 and incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 10.1 Loan and Security Agreement, dated as of January 24, 2025, by and among National CineMedia, LLC, as Borrower, the other credit parties party thereto from time to time, and U.S. Bank National Association, as Bank 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. NATIONAL CINEMEDIA, INC. Dated: January 27, 2025 By: /s/ Ronnie Y. Ng Ronnie Y. Ng Chief Financial Officer