UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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of The Securities Exchange Act of 1934
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| 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 MSGN L.P., 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 (i) 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 or (ii) effective March 26, 2025, the failure to deliver the budget of MSG Networks Inc. and its subsidiaries for the following fiscal year by March 31, 2025, which failure, if not cured within 30 days, would result in an event of default under the MSGN Credit Agreement. The Forbearance Period was initially scheduled to expire on November 8, 2024 and had been subsequently extended to April 2, 2025.
On April 2, 2025, the parties agreed by email correspondence to a two-day extension of the Forbearance Agreement. The email extension extends the Forbearance Period until the earlier to occur of (a) April 4, 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
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 hereunto duly authorized.
| SPHERE ENTERTAINMENT CO. | ||
| (Registrant) | ||
| By: | /s/ Mark C. Cresitello | |
| Name: | Mark C. Cresitello | |
| Title: | Senior Vice President, Deputy General Counsel and Secretary | |
Dated: April 2, 2025