SeaWorld Amends 8-K on Material Agreement, Financial Obligation

TL;DR

**SeaWorld just updated its 8-K, clarifying new financial obligations and agreements.**

AI Summary

SeaWorld Entertainment, Inc. filed an 8-K/A on January 29, 2024, amending its previous 8-K filing from January 22, 2024. This amendment clarifies information regarding a material definitive agreement and the creation of a direct financial obligation. For investors, this matters because it provides updated and more precise details about significant financial commitments or agreements the company has entered into, which could impact its future financial performance and risk profile.

Why It Matters

This filing provides updated details on SeaWorld's financial obligations and agreements, giving investors a clearer picture of the company's current financial commitments and potential future liabilities.

Risk Assessment

Risk Level: low — This is an amendment to a previous filing, primarily providing clarification rather than announcing a new, unexpected event, thus posing a low immediate risk.

Analyst Insight

A smart investor would review the original 8-K and this 8-K/A in conjunction to fully understand the nature and implications of the material definitive agreement and financial obligation, looking for specific dollar amounts or terms that could impact future earnings or debt levels.

Key Numbers

• 001-35883 — Commission File Number (identifies SeaWorld's registration with the SEC)
• 27-1220297 — IRS Employer Identification No. (identifies SeaWorld for tax purposes)
• 13 — PUBLIC DOCUMENT COUNT (number of documents included in this filing)

Key Players & Entities

• SeaWorld Entertainment, Inc. (company) — the registrant filing the 8-K/A
• January 22, 2024 (date) — date of the earliest event reported in the original 8-K
• January 29, 2024 (date) — date the 8-K/A was filed
• Delaware (company) — state of incorporation for SeaWorld Entertainment, Inc.
• New York Stock Exchange (company) — exchange where SeaWorld's Common Stock is registered

Forward-Looking Statements

• The clarified financial obligations will be further detailed in SeaWorld's next quarterly report. (SeaWorld Entertainment, Inc.) — high confidence, target: Q1 2024 Earnings Report

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share SEAS New York Stock Excha
• $1.173 million — egate principal amount of approximately $1.173 million of Term B-2 Loans under the Credit Agre
• $1,173 million — ment is to correct the amount, which is $1,173 million. No other changes have been made to the

Filing Documents

• seas-20240122.htm (8-K/A) — 52KB
• seas-ex10_1.htm (EX-10.1) — 1866KB
• 0000950170-24-008115.txt ( ) — 2342KB
• seas-20240122.xsd (EX-101.SCH) — 24KB
• seas-20240122_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On January 22, 2024, SeaWorld Parks & Entertainment, Inc. entered into an amendment (the "Amendment") for its existing first lien term loan facility under that certain Amended and Restated Credit Agreement, dated as of August 25, 2021 (and as amended on June 9, 2022 and June 12, 2023), among the Company, SeaWorld Parks & Entertainment, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. After giving effect to the Amendment, including the incurrence of an aggregate principal amount of approximately $1,173 million of Term B-2 Loans under the Credit Agreement (the "New Term Loans") to refinance the existing Term B Loans under the Credit Agreement (the "Term B Loans"), the New Term Loans will be subject to the same affirmative and negative covenants and events of default as the Term B Loans. Borrowings under the New Term Loans bear interest at a fluctuating rate per annum equal to, at the Borrower's option, (i) ABR (provided that in no event shall such ABR rate with respect to the New Term Loans be less than 1.50% per annum) plus an applicable margin equal to 1.50% or (ii) Adjusted Term SOFR (provided that in no event shall such Adjusted Term SOFR rate with respect to the New Term Loans be less than 0.50%) plus an applicable margin equal to 2.50%. The New Term Loans require scheduled amortization payments on the term loans in quarterly amounts equal to 0.25% of the original principal amount of the New Term Loans, payable quarterly, with the balance to be paid at maturity on August 25, 2028. The lenders under the New Term Loans and their respective affiliates have in the past engaged, and may in the future engage, in transactions with and perform services, including commercial banking, financial advisory and investment banking services, for the Company and its affiliates in the ordinary course of business for which they have received or will receive cu

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Amendment No. 2, dated as January 22, 2024, to the Amended and Restated Credit Agreement, dated as of August 25, 2021, by and among SeaWorld Parks & Entertainment, Inc., SeaWorld Entertainment, Inc., the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and as Collateral Agent. 104 Cover page interactive data filed (embedded within the Inline XBRL document).

Forward Looking Statements

Forward Looking Statements This report contains statements relating to future results (including certain projections and business trends) that are "forward-looking statements" within the meaning of the federal securities laws. The Company generally uses the words such as "might," "will," "may," "should," "estimates," "expects," "continues," "contemplates," "anticipates," "projects," "plans," "potential," "predicts," "intends," "believes," "forecasts," "future," "targeted," "goal" and variations of such words or similar expressions in this report and any attachment to identify forward-looking statements. All statements, other than statements of historical facts included in this report, including statements concerning plans, objectives, goals, expectations, beliefs, business strategies, future events, business conditions, results of operations, financial position, business outlook, earnings guidance, business trends and other information are forward-looking statements. The forward-looking statements are not historical facts, and are based upon the Company's current expectations, beliefs, estimates and projections, and various assumptions, many of which, by their nature, are inherently uncertain and beyond management's control. All expectations, beliefs, estimates and projections are expressed in good faith and the Company believes there is a reasonable basis for them. However, there can be no assurance that management's expectations, beliefs, estimates and projections will result or be achieved and actual results may vary materially from what is expressed in or indicated by the forward-looking statements. These forward-looking statements are subject to a number of risks, uncertainties and other important factors, many of which are beyond management's control, that could cause actual results to differ materially from the forward-looking statements contained in this report, including among others: a decline in discretionary consumer spending or consumer confidence

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. SEAWORLD ENTERTAINMENT, INC. Date: January 29, 2024 By: /s/ G. Anthony (Tony) Taylor Name: Title: G. Anthony (Tony) Taylor Chief Legal Officer, General Counsel and Corporate Secretary

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View this 8-K/A filing on SEC EDGAR