MarketWise, formerly known as Beacon Street Group, a multi-brand digital subscription services platform providing financial research, software, education and tools for self-directed investors, and certain of the company’s direct and indirect material U.S. subsidiaries entered into a loan and security agreement with a syndicate of five banks providing for a revolving credit facility of up to $150 million.
HSBC Bank and BMO Capital Markets acted as joint lead arrangers and joint bookrunners for the facility and the syndicate bank group also includes BMO Harris Bank, Silicon Valley Bank, Wells Fargo Bank and PNC Bank. HSBC Bank is the administrative agent.
The agreement provides maximum revolving loans up to $150 million and contains a $5 million sub-facility for letters of credit. It also provides for uncommitted incremental revolving commitments or term loans of up to an additional $65 million, subject to obtaining the consent of each lender providing the commitments or loans.
Borrowings under the credit facility as a spread to LIBOR will be at a range of 150 basis points to 225 basis points, and there is an unused commitment fee of 25 basis points to 35 basis points based on unused capacity. The credit facility has a term of three years, maturing on Oct. 29, 2024, and is secured by a first priority lien on substantially all of the assets of the borrower and the guarantors. The credit facility has two financial covenants, an interest coverage covenant and a leverage covenant, as well as customary affirmative and negative covenants.
“We are very pleased to have the support of our banking partners. While we have no intention of drawing down the facility upon closing, it provides financial flexibility to MarketWise, serving as a backup source of liquidity as well as providing capacity to execute upon our M&A strategy,” Dale Lynch, CFO of MarketWise, said. “The total size of the facility implies only a modest amount of leverage, even when fully drawn, and we will continue to be conservative with any debt funding strategy.”
MarketWise may use the proceeds of the credit facility to finance permitted acquisitions and for working capital and other general corporate purposes. The advances under the credit facility are subject to conditions customary for facilities of this nature.
