Magnite Enters, Terminates Material Agreements; New Financial Obligation

Ticker: MGNI · Form: 8-K · Filed: 2024-02-07T00:00:00.000Z

Sentiment: mixed

Topics: material-agreement, debt, corporate-action

TL;DR

**MGNI just shook up its financial agreements, creating new debt and ending old ones; watch for details.**

AI Summary

Magnite, Inc. (MGNI) filed an 8-K on February 7, 2024, reporting that it entered into a new material definitive agreement and terminated another on February 6, 2024. This also created a direct financial obligation for the company. While the filing doesn't detail the specific agreements or financial obligations, it signals significant changes in Magnite's operational or financial structure. Investors should monitor for further details as these changes could impact the company's future performance and financial health.

Why It Matters

This filing indicates a strategic shift or significant transaction for Magnite, potentially impacting its financial leverage, operational costs, or revenue streams. Investors need to understand the nature of these agreements to assess future growth prospects and risks.

Risk Assessment

Risk Level: medium — The filing indicates new financial obligations and changes to material agreements without providing specifics, creating uncertainty about the company's financial health and future commitments.

Analyst Insight

Investors should await further disclosures from Magnite, Inc. regarding the specifics of these material agreements and financial obligations. Until more details are released, it would be prudent to hold off on significant investment decisions, as the impact on the company's financial health and future prospects is currently unclear.

Key Players & Entities

FAQ

What specific events did Magnite, Inc. report in this 8-K filing?

Magnite, Inc. reported the entry into a material definitive agreement, the termination of a material definitive agreement, and the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, all occurring on February 6, 2024.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on February 6, 2024, as stated in the 'Date of Report (Date of earliest event reported)' section.

What is Magnite, Inc.'s trading symbol and on which exchange is its common stock registered?

Magnite, Inc.'s trading symbol is MGNI, and its common stock, with a par value of $0.00001 per share, is registered on the Nasdaq Global Select Market.

What is the business address of Magnite, Inc. as listed in the filing?

The business address of Magnite, Inc. is 1250 Broadway, 15th Floor, New York, New York 10001, with a business phone number of (212) 243-2769.

Does this 8-K filing provide details about the parties involved or the financial terms of the new or terminated agreements?

No, this 8-K filing only states that Magnite, Inc. entered into and terminated material definitive agreements and created a direct financial obligation. It does not provide specific details about the parties involved, the nature of the agreements, or their financial terms.

Filing Stats: 978 words · 4 min read · ~3 pages · Grade level 11.3 · Accepted 2024-02-06 20:55:59

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On February 6, 2024, Magnite, Inc. (the "Company") entered into a credit agreement (the "Credit Agreement") with Morgan Stanley Senior Funding, Inc. as term loan administrative agent and Citibank, N.A. as revolving facility administrative agent and collateral agent, and other lender parties thereto. The Credit Agreement provides for a $365 million seven-year senior secured term loan facility and a $175 million senior secured revolving credit facility. The proceeds from the term loan facility were used to repay in full the outstanding facilities under a credit agreement (the "Existing Credit Agreement") with Goldman Sachs Bank USA as administrative agent and collateral agent, dated as of April 30, 2021. The revolving credit facility will be available for general corporate purposes. The obligations under the Credit Agreement are secured by substantially all of the assets of the Company pursuant to a collateral agreement entered into with the collateral agent. Amounts outstanding under the Credit Agreement accrue interest at a rate equal to, (1) for the term loans, at the Company's election, Term SOFR (as defined in the Credit Agreement) plus a margin of 4.50% per annum, or ABR (as defined in the Credit Agreement) plus a margin of 3.50%, and (2) for the revolving loans, at the Company's election, Term SOFR plus a margin of 3.50% to 4.00%, or ABR plus a margin of 2.50% to 3.00%, in each case, depending on the Company's first lien net leverage ratio. The covenants of the Credit Agreement include customary negative covenants that, among other things, restrict the Company's ability to incur additional indebtedness, grant liens and make certain acquisitions, investments, asset dispositions and restricted payments. In addition, the Credit Agreement contains a financial covenant, tested on the last day of any fiscal quarter if utilization of the revolving credit facility exceeds 35% of the total revolving commitments,

02. Termination of a Material Definitive Agreement

Item 1.02. Termination of a Material Definitive Agreement. On February 6, 2024, the net proceeds received by the Company under the term loan facility pursuant to the Credit Agreement were used, among other things, to terminate the Existing Credit Agreement and repay in full the outstanding facilities under the Existing Credit Agreement. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. To the extent required, the information included in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On February 6, 2024, Magnite issued a press release announcing the entry into the Credit Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information in this Item 7.01 (including Exhibit 99.1) is being furnished pursuant to Item 7.01 of Form 8-K and therefore shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 99.1 Press Release re: Credit Agreement dated February 6, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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. MAGNITE, INC. Date: February 6, 2024 By: /s/ David Day David Day Chief Financial Officer

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