UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On September 15, 2022, Cinedigm Corp. (the “Company”) entered into an Amended and Restated Loan, Guaranty and Security Agreement, by and between the Company, East West Bank (“EWB”) and the Guarantors named therein, which are certain subsidiaries of the Company (the “Loan Agreement”). The Loan Agreement amended and restated the original loan, guaranty and security agreement, which was entered into on March 30, 2018 (and amended from time to time, the “Prior Loan Agreement”). The Loan Agreement provides for a credit facility (the “Credit Facility”) consisting of a maximum of $5,000,000 in revolving loans at any one time outstanding and having a maturity date of September 15, 2023, which may be extended for one successive period of one year at the sole discretion of EWB so long as certain conditions are met.
Advances under the Credit Facility will bear interest on the outstanding daily balance at a rate equal to one and fifty one-hundredths of one percent (1.50%) above the Prime Rate (as defined in the Loan Agreement). The proceeds of the Credit Facility will be used for the one-time repayment at closing of expenses incurred in connection with the Prior Loan Agreement; payment of interest, legal fees and bank fees; and working capital needs and general corporate purposes, including opportunistic content acquisitions. The Loan Agreement contains customary covenants, representation and warranties and events of default.
The Loan Agreement also requires certain of the Company’s existing and future direct and indirect domestic subsidiaries (the “Guarantors”), to guarantee the obligations thereunder. Subject to certain customary exceptions, all such obligations are to be secured by a first priority perfected security interest in all of the collective assets of the Company, other than certain of Company’s and the Guarantors’ digital cinema assets. In addition to the Loan Agreement, such security interests are evidenced by the Trademark Security Agreement dated as of September 15, 2022 by and between EWB and each of the Company and the Guarantors named in the Loan Agreement and the Copyright Security Agreement dated as of September 15, 2022 by and between EWB and each of the Company and the Guarantors named in the Loan Agreement.
The foregoing descriptions of the Loan Agreement, the Trademark Security Agreement and the Copyright Security Agreement are qualified in their entirety by reference to such documents, which will be filed in accordance with SEC rules and regulations.
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 herein by reference.
Item 8.01 Other Events.
On September 21, 2022, the Company issued a press release announcing that it will hold its 2023 annual meeting of stockholders virtually on Thursday, November 10, 2022 at 12:00 pm ET / 9:00 am PT.
A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
|
Exhibit No. |
Description | |
| 99.1 | Press Release, dated September 21, 2022. | |
| 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 thereunto duly authorized.
| CINEDIGM CORP. | ||
| Dated: September 21, 2022 | By: | /s/ Gary S. Loffredo |
| Gary S. Loffredo | ||
President, Chief Operating Officer, General Counsel and Secretary | ||