8-K 1 a8-klgrepricing.htm FORM 8-K Document

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 11, 2017
Lions Gate Entertainment Corp.
(Exact name of registrant as specified in charter)
British Columbia, Canada
(State or Other Jurisdiction of Incorporation)
 
 
 
(Commission File Number) 1-14880
 
(IRS Employer Identification No.) N/A
(Address of principal executive offices)
250 Howe Street, 20th Floor
Vancouver, British Columbia V6C 3R8
and
2700 Colorado Avenue
Santa Monica, California 90404
Registrant’s telephone number, including area code: (877) 848-3866
No Change
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
    
o
Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o
 




Item 1.01    Entry into a Material Definitive Agreement.

On December 11, 2017, Lions Gate Entertainment Corp. (the “Company”), entered into Amendment No. 1 (the “Amendment”) to that certain Credit and Guarantee Agreement dated as of December 8, 2016, among the Company, each guarantor party thereto, each lender party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto (the “Existing Credit Agreement” and, as amended by the Amendment, the “Amended Credit Agreement”).
 
In connection with the Amendment, the Company prepaid in full its existing term b loans (the “Term B Loans”), borrowed refinancing term loans in an aggregate principal amount of $900 million (the “Term B-1 Loans”) and borrowed $25 million under its revolving credit facility.

The Term B-1 Loans bear interest, at the Company’s option, at (i) LIBOR plus 2.25% per annum with a LIBOR floor of 0.75% or (ii) a base rate plus 1.25% per annum. In each case, the applicable margin under the Term B-1 Loans is 0.75% per annum less than the applicable margin under the Term B Loans prior to the Amendment. No further regular amortization is required with respect to the Term B-1 Loans.

The restrictive covenants, maturity dates and events of default in the Amended Credit Agreement are unchanged from the provisions in the Existing Credit Agreement.

The foregoing description of the Amendment is not intended to be complete and is qualified in its entirety by reference
to the Amendment, a copy of which is attached hereto as Exhibit 10.1, and incorporated herein by reference.

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 above is incorporated by reference into this Item 2.03.

Item 9.01    Financial Statements and Exhibits.



Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date:
December 11, 2017
LIONS GATE ENTERTAINMENT CORP.
 
 
(Registrant)
 
 
 
 
 
By: /s/ James W. Barge
 
 
Name: James W. Barge
 
 
Title: Chief Financial Officer