Vivid Seats Inc. Enters Material Definitive Agreement

TL;DR

Vivid Seats just signed a big deal, check the 8-K for details.

AI Summary

Vivid Seats Inc. entered into a material definitive agreement on February 5, 2025, related to a direct financial obligation. The filing, submitted on February 11, 2025, details this agreement and includes financial statements and exhibits.

Why It Matters

This filing indicates a significant new financial commitment or obligation for Vivid Seats Inc., which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and new financial obligations can introduce significant financial risks or opportunities that require careful evaluation.

Key Players & Entities

• Vivid Seats Inc. (company) — Registrant
• February 5, 2025 (date) — Date of earliest event reported
• February 11, 2025 (date) — Date of report submission
• 24 East Washington Street, Suite 900 Chicago, IL 60602 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.0001 — stered Class A common stock, par value $0.0001 per share SEAT NASDAQ Warrants to
• $393.0 million — Agreement. The Amendment repriced all $393.0 million of Term Loans outstanding immediately p

Filing Documents

• ef20042962_8k.htm (8-K) — 33KB
• ef20042962_ex10-1.htm (EX-10.1) — 1954KB
• image0.jpg (GRAPHIC) — 27KB
• 0001140361-25-003838.txt ( ) — 2566KB
• seat-20250205.xsd (EX-101.SCH) — 4KB
• seat-20250205_def.xml (EX-101.DEF) — 18KB
• seat-20250205_lab.xml (EX-101.LAB) — 27KB
• seat-20250205_pre.xml (EX-101.PRE) — 20KB
• ef20042962_8k_htm.xml (XML) — 6KB

01

Item 1.01 Entry into a Material Definitive Agreement. On February 5, 2025 (the " Closing Date "), certain direct and indirect subsidiaries of Vivid Seats Inc. (the " Company "), including Hoya Midco, LLC (the " Borrower "), Hoya Intermediate, LLC (" Holdings "), Vivid Seats LLC, and certain direct and indirect wholly owned subsidiaries of Vivid Seats LLC, entered into an amendment (the " Amendment ") to the First Lien Credit Agreement, dated June 30, 2017, among the Borrower, Holdings, Barclays Bank PLC, as administrative agent, and the lenders and loan parties from time to time party thereto (as amended from time to time, including by the Amendment, the " Credit Agreement "). Capitalized terms used but not defined herein have the meanings given to them in the Credit Agreement. The Amendment repriced all $393.0 million of Term Loans outstanding immediately prior to the Closing Date, reducing the applicable interest on the Term Loans from (i) Adjusted Term SOFR plus a margin of 3.00% to (ii) Adjusted Term SOFR plus a margin of 2.25% (2.00% if the Rating Level is at least Ba3/BB- (in each case, stable or better)). The Amendment did not materially change any of the other terms and conditions of the Credit Agreement. Accordingly, except as set forth herein, the repriced Term Loans have the same material terms (including with respect to maturity, prepayment, security, covenants and events of default) as described in Note 12 to the Company's unaudited condensed consolidated financial statements included in Part I, Item 1 of the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2024. The foregoing description of the Amendment and the Term Loans is not complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 hereof is incorporated by reference in this Item 2.03.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Amendment No. 6 to First Lien Credit Agreement, dated February 5, 2025, among Hoya Midco, LLC, Hoya Intermediate, LLC, Barclays Bank PLC, and the lenders and loan parties from time to time party thereto 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. Vivid Seats Inc. Date: February 11, 2025 By: /s/ Lawrence Fey Lawrence Fey Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR