Q4 ‘20 Earnings Supplemental Presentation
Credit Agreement Amendment
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On March 8, 2021, NCM LLC entered into an additional amendment to its Credit Agreement, dated as of June 20, 2018.
Among other things, the Credit Agreement Second Amendment provides for:
(i) certain modifications to the negative covenants;
(ii)
a waiver of non-compliance with the consolidated net total leverage and consolidated net senior secured leverage financial
covenants through the quarter ended June 30, 2022;
(iii)
the consolidated net total leverage ratio and consolidated net senior secured leverage ratio financial covenants to be set to 6.75
to 1.00 and 5.50 to 1.00, respectively, for the quarter ending on or about September 29, 2022, and
(iv)
with respect to NCM LLC's audited financial statements for the fiscal year ended December 31, 2020, a waiver of the
requirement to deliver such financial statements without a "going concern" or like qualification or exception.
The Credit Agreement Second Amendment also:
(i)
(ii)
grants security interests in certain assets of NCM LLC and other potential loan parties that are not currently pledged to the
lenders, and
increases the applicable margin of the existing term loans and revolving loans issued under the Credit Agreement in an amount
equal to 1.00%.
Additionally, pursuant to the terms of the Credit Agreement Second Amendment, NCM LLC is restricted from making available cash
distributions until after NCM LLC delivers a compliance certificate for the quarter ending on or about September 29, 2022, and, thereafter,
NCM LLC may only make available cash distributions if:
(i) no default or event of default under the Credit Agreement has occurred and is continuing;
(ii) the senior secured financial covenant leverage ratio is equal to or less than 4.00 to 1.00; and
(iii) the aggregate principal amount of all outstanding revolving loans under the Credit Agreement is $39.0 million or less.
NCM
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