Item 1.01 Entry into a Material Definitive Agreement
On July 14, 2017, New Media Holdings II LLC (the “Borrower”), a wholly owned indirect subsidiary of New Media Investment Group Inc., New Media Holdings I LLC (“Holdings”) and certain of the Borrower’s subsidiaries entered into an amendment to the Borrower’s senior secured credit facilities (the “Seventh Amendment”) with the several banks and other financial institutions party thereto and Citizens Bank of Pennsylvania, as administrative agent (the “Administrative Agent”). The Seventh Amendment was entered into in connection with that certain Credit Agreement, dated as of June 4, 2014 (as amended on July 17, 2014, September 3, 2014, November 20, 2014, January 9, 2015, February 13, 2015, March 6, 2015 and May 29, 2015, the “Credit Agreement”), by and among the Borrower, Holdings, the lenders party thereto, Citizens Bank, National Association (f/k/a RBS Citizens, N.A.) and Credit Suisse Securities (USA) LLC, as joint lead arrangers and joint bookrunners, Credit Suisse AG, Cayman Islands Branch, as syndication agent and the Administrative Agent.
The Seventh Amendment amends the Credit Agreement to, among other things, (i) extend the maturity date of the approximately $342 million outstanding term loans to July 14, 2022 (the “Extended Term Loans”), (ii) provide for a 1.00% prepayment premium for any prepayments of the Extended Term Loans made in connection with certain repricing transactions effected within six months of the date of the Seventh Amendment, (iii) extend the maturity date of the $40 million revolving credit facility to July 14, 2021, (iv) provide for additional dollar-denominated term loans in an aggregate principal amount of $20 million (the “2017 Incremental Term Loans”) on the same terms as the Extended Term Loans and (v) increase the amount of the incremental facility that may be requested on or after the date of the Seventh Amendment (including the 2017 Incremental Term Loans) to $100 million. In addition, the Borrower is required to pay an upfront fee of 1.00% of the aggregate amount of the 2017 Incremental Term Loans as of the effective date of the Seventh Amendment.
The foregoing description of the Seventh Amendment is not intended to be complete and is qualified in its entirety by reference to the full text of the Seventh Amendment, which is incorporated herein by reference to Exhibit 10.1 to this Current Report on Form 8-K.