SeaWorld Enters Material Agreement, Creates Financial Obligation

TL;DR

**SeaWorld just took on a new financial obligation; details to follow.**

AI Summary

SeaWorld Entertainment, Inc. filed an 8-K on January 26, 2024, reporting an event that occurred on January 22, 2024. This filing indicates the company entered into a material definitive agreement and created a direct financial obligation or an off-balance sheet arrangement. While the specific details of the agreement and obligation are not disclosed in this summary, investors should be aware that such actions can impact the company's financial health and future operations, potentially affecting stock value.

Why It Matters

This filing signals a new financial commitment or agreement for SeaWorld, which could affect its balance sheet, future cash flow, and overall profitability, directly impacting shareholders.

Risk Assessment

Risk Level: medium — The filing indicates a new financial obligation without disclosing specific terms, creating uncertainty about its potential impact on the company's financial health.

Analyst Insight

Investors should monitor future filings or company announcements for specific details regarding the 'Material Definitive Agreement' and 'Direct Financial Obligation' to assess their potential impact on SeaWorld's financial outlook.

Key Numbers

• 001-35883 — SEC File Number (identifies SeaWorld's registration with the SEC)
• 20240122 — Conformed Period of Report (indicates the date of the event being reported)
• 20240126 — Filed As Of Date (the date the 8-K was officially filed)

Key Players & Entities

• SeaWorld Entertainment, Inc. (company) — the registrant filing the 8-K
• January 22, 2024 (date) — date of the earliest event reported
• January 26, 2024 (date) — date the 8-K was filed
• Delaware (company) — state of incorporation for SeaWorld Entertainment, Inc.
• 001-35883 (dollar_amount) — Commission File Number
• 27-1220297 (dollar_amount) — IRS Employer Identification No.
• 6240 Sea Harbor Drive, Orlando, Florida, 32821 (company) — principal executive offices address
• 407 226-5011 (dollar_amount) — registrant's telephone number
• SEAS (company) — trading symbol for Common Stock
• New York Stock Exchange (company) — exchange where Common Stock is registered

Forward-Looking Statements

• SeaWorld will provide more details about the material definitive agreement and financial obligation in a subsequent filing or earnings call. (SeaWorld Entertainment, Inc.) — high confidence, target: Q1 2024 earnings call

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

Filing Documents

• seas-20240122.htm (8-K) — 51KB
• seas-ex10_1.htm (EX-10.1) — 1866KB
• 0000950170-24-007939.txt ( ) — 2337KB
• seas-20240122.xsd (EX-101.SCH) — 23KB
• seas-20240122_htm.xml (XML) — 4KB

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 SeaWorld Entertainment, Inc. (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 i

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 ri

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 26, 2024 By: /s/ G. Anthony (Tony) Taylor Name: Title: G. Anthony (Tony) Taylor Chief Legal Officer, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR