UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): March 14, 2007
Cinemark, Inc.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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001-31372
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01-0687923 |
(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 3900 Dallas Parkway, Suite 500, Plano, Texas
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75093 |
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(Zip Code) |
Registrant’s telephone number, including area code: 972.665.1000
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
On March 14, 2007, we amended the new senior secured credit facility entered into in connection
with the acquisition of Century Theatres, Inc. on October 5, 2006 (“Amendment”).
The Amendment modified the interest rate on the term loans under the new senior secured credit
facility, modified certain prepayment terms and covenants, and facilitated Cinemark USA, Inc.’s
pending tender offer for it's 9% senior subordinated notes, which was launched on
March 6, 2007. The term loans now accrue interest, at our option at: (A) the base rate equal to
the higher of (1) the prime lending rate as set forth on the British Banking Association Telerate
page 5, or (2) the federal funds effective rate from time to time plus 0.50%, plus a margin that
ranges from 0.50% to 0.75% per annum, or (B) a “Eurodollar rate” plus a margin that ranges from
1.50% to 1.75%, per annum. In each case, the, margin is a function of the applicable corporate
credit rating. The interest rate on the revolving credit line was not amended. Additionally, the
Amendment removed any obligation to prepay amounts outstanding under the new senior secured credit
facility in an amount equal to the amount of the net cash proceeds received from the
recapitalization of National CineMedia LLC, the initial public offering of National CineMedia, Inc.
or from excess cash flows, and imposed a 1% prepayment premium for one year on certain prepayments
of the term loans. The Amendment was a condition precedent to the consummation of the pending
tender offer for Cinemark USA, Inc.’s 9% senior subordinated notes.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. |
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Exhibit Description |
10.1
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Amendment to Credit Agreement dated March 14, 2007. |
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