Item 1.01 Entry into a Material Definitive Agreement.
Senior Term Loan Credit Agreement Amendment
On January 20, 2021, WMG Acquisition Corp. ("Acquisition Corp."), a subsidiary
of Warner Music Group Corp., entered into an amendment (the "Senior Term Loan
Credit Agreement Amendment") to the credit agreement, dated November 1, 2012 (as
amended by the amendments dated as of May 9, 2013, July 13, 2016, November 21,
2016, May 22, 2017, December 6, 2017 and June 7, 2018), among Acquisition Corp.,
the guarantors party thereto, the lenders party thereto and Credit Suisse AG, as
administrative agent, governing Acquisition Corp.'s senior secured term loan
facility with Credit Suisse AG, as administrative agent, and the other financial
institutions and lenders from time to time party thereto. The Senior Term Loan
Credit Agreement Amendment (among other changes) (i) extends the maturity date
of its outstanding term loans from November 1, 2023 to January 20, 2028 and
(ii) removes a number of negative covenants limiting the ability of Acquisition
Corp. to take various actions. The remaining negative covenants are limited to
restrictions on liens, restrictions on fundamental changes and change of control
and are in a form substantially similar to the negative covenants in Acquisition
Corp.'s senior secured notes due 2028, 2030 and 2031.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 concerning Acquisition Corp.'s direct
financial obligations under the Senior Term Loan Credit Agreement Amendment is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
10.1 Sixth Incremental Commitment Amendment to Credit Agreement, dated as
of January 20, 2021, among WMG Acquisition Corp., the several banks
and other financial institutions party thereto and Credit Suisse AG,
as administrative agent, relating to the term loan credit agreement.
104 Cover Page to this Current Report on Form 8-K in Inline XBRL.
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