| Item 1.01. | Entry into a Material Definitive Agreement. |
As previously reported, on October 11, 2024, MSGN Holdings L.P. (“MSGN L.P.”), an indirect wholly owned subsidiary of Sphere Entertainment Co. (the “Company”), the guarantors identified therein (the “Guarantors”), JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (the “Supporting Lenders”) entered into a Forbearance Agreement (as amended from time to time, the “Forbearance Agreement”) pursuant to which the Supporting Lenders agreed, subject to the terms of the Forbearance Agreement, to forbear, during the Forbearance Period (as defined in the Forbearance Agreement), from exercising certain of their available remedies under the Amended and Restated Credit Agreement, dated as of October 11, 2019, by and among the Borrower, the Guarantors, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders from time to time party thereto (as amended, the “MSGN Credit Agreement”) with respect to or arising out of MSGN L.P.’s failure to make payment on the outstanding principal amount under the term loan facility on the maturity date of October 11, 2024. The Forbearance Period was initially scheduled to expire on November 8, 2024 and had been subsequently extended to January 31, 2025.
On January 31, 2025, the parties agreed by email correspondence to a 3-day short-term extension of the Forbearance Agreement while the parties finalize the terms of a longer extension, which is expected to be concluded prior to the end of the short-term email extension period. Although there can be no assurance, the parties anticipate that any further extension would be for at least several weeks. The short-term email extension extends the Forbearance Period until the earlier to occur of (a) February 3, 2025 at 11:59 p.m. E.T., or such later date agreed to by MSGN L.P. and the Supporting Lenders that hold a majority in principal amount of term loans held by all Supporting Lenders and (b) the date on which any Termination Event (as defined in the Forbearance Agreement) occurs. The foregoing description of the email correspondence does not purport to be complete and is qualified in its entirety by reference to the full text of such email correspondence, a copy of which is filed as Exhibit 10.1 and incorporated by reference herein.
| Item 2.03. | Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| | |
| 10.1 | | Amendment via Email Correspondence dated January 31, 2025, to the Forbearance Agreement, dated as of October 11, 2024, by and among MSGN Holdings, L.P., certain subsidiaries of MSGN Holdings, L.P. identified therein, MSGN Eden, LLC, Regional MSGN Holdings LLC, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto. |
| |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
