UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of March 2020
Commission File Number: 001-38975



Wanda Sports Group Company Limited
(Name of Registrant)



9/F, Tower B, Wanda Plaza
93 Jianguo Road, Chaoyang District
100022, Beijing
People's Republic of China
+86-10-8558-8813
(Address of principal executive office)
 

 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F Form 40-F ☐
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
 



Senior Term Loan Facility Agreement
On March 11, 2020, Wanda Sports Group Company Limited (the “Company”) entered into a senior term loan facility with Credit Suisse AG, Singapore Branch, as arranger, facility agent and security agent (the “CS Facility”), under which the Company may borrow up to US$240 million.  The CS Facility provides for loans (“Loans”) in two tranches (Tranche A, for US$230 million and Tranche B, for US$10 million).
In the CS Facility agreement, the use of the proceeds mainly includes:
refinancing the existing financial indebtedness of the Company, which was effected on March 11 (the “Utilization Date”);
funding the payment of accrued interest and other sums payable under the existing financial indebtedness of the Company; and
funding the payment of fees, costs, expenses and interest incurred or payable by the Company or any subsidiary in connection with the Loans.
Interest on the Loans is equal to LIBOR (as defined) plus a margin that increases each month from the date the Utilization Date from 3.00% per annum in the first month to 11.00% per annum in the twelfth month, payable monthly.
The CS Facility contains:
certain financial covenants, including a net debt/adjusted EBITDA leverage ratio covenant (which may not exceed 5.00x);
customary events of default;
a change of control clause triggered when (i) Mr. Wang Jianlin and his family members (taken together) cease to be, directly or indirectly, the single largest beneficial shareholder of the Dalian Wanda Group Co., Ltd. (the “Parent”); (ii) the Parent ceases to beneficially own (directly or indirectly) 100% of the issued share capital of any of Wanda Sports & Media and Infront International, or ceases to control any of Wanda Sports & Media and Infront International; or (iii) the Parent ceases to beneficially own (directly or indirectly) 60% of the issued share capital of the Company, or ceases to control the Company;
customary covenants, including restrictions on incurring additional indebtedness, making restricted payments (including dividends and other distributions), selling or otherwise disposing of assets, making acquisitions, entering into mergers or corporate reconstructions, entering into transactions that are not on arm's length terms and a negative pledge; and
a mandatory prepayment provision as to 50% of the outstanding Loans, triggered if an agreement for the sale of 100% of the shares of Wanda Sports Holdings (USA) Inc. (“WSH”), which is a holding company for The IRONMAN Group, or a sale of all or substantially all of the assets of WSH  (a “Disposal”), is not signed by the last day of the eighth month after the Utilization Date.  In the event the Disposal is consummated, the




proceeds thereof will be applied to repay the CS Facility.  There can be no assurance that a Disposal will occur or, if it does, as to the timing of the signing of such agreement or the consummation of such Disposal.
Certain events of default and covenants in the CS Facility are subject to certain thresholds and exceptions.  The Company will be incurring fees in connection with the CS Facility, including an upfront fee and a sliding scale subsequent fee tied to the month in which the Loans are fully repaid (ranging from US$2.2 million to US$4.7 million).  The Loans are guaranteed by the Parent.
Cautionary Statement Regarding Forward-Looking Statements
This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  These forward-looking statements can be identified by terminology such as “will,” “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “intend,” “potential,” “plan,” “goal” and similar statements.  The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties.  Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements.   All forward-looking statements speak only as of the date of this press release and are expressly qualified in their entirety by the cautionary statements included in this press release.  The Company disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law.



EXHIBIT INDEX
 
Exhibit No.
 
Description
99.1
 





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, thereunto duly authorized.

  Wanda Sports Group Company Limited  
     
       
Date: March 17, 2020
By:
/s/ Honghui Liao  
    Name: Honghui Liao  
    Title: Chief Financial Officer  
       





EXHIBIT 99.1

Wanda Sports Group Successfully Completes Refinancing

New facility increases the Company’s liquidity and reduces financing costs

BEIJING, March 17, 2020 (GLOBE NEWSWIRE) – Wanda Sports Group Company Limited (NASDAQ: WSG) (the “Company”) today announced that the Company signed a $240 million senior term loan facility agreement with Credit Suisse AG, Singapore Branch, enabling the Company to refinance and prepay its existing senior 364-day term loan facility, dated March 15, 2019.

Mr. Hengming Yang, President and CEO of Wanda Sports Group said, “We are very pleased with the new credit facility. The successful refinancing demonstrates continued confidence in our business and operations, despite the global challenges and uncertainties resulting from COVID-19. We will continue to work diligently on behalf of our partners, athletes, fans and shareholders.”

Mr. Brian Liao, Global CFO of Wanda Sports Group said, “As always, we are committed to lowering our costs, monitoring our use of cash, and balancing our investments with disciplined management of our existing financial resources to optimize shareholder returns. The new facility provides the Company with additional financial flexibility, while allowing it to take advantage of the current favorable interest rate environment to lower interest costs.”

The term of the new facility is 364 days. The pricing will initially be LIBOR plus an applicable margin, and the term is subject to certain mandatory prepayment terms. These and the other principal terms of the new facility are outlined further in a Form 6-K (Report of Foreign Private Issuer) submitted today to the U.S. Securities and Exchange Commission.
Cautionary Statement Regarding Forward-Looking Statements
This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  These forward-looking statements can be identified by terminology such as “will,” “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “intend,” “potential,” “plan,” “goal” and similar statements.  The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties.  Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. All forward-looking statements speak only as of the date of this press release and are expressly qualified in their entirety by the cautionary statements included in this press release.  The Company disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law.

About Wanda Sports Group
Wanda Sports Group is a leading global sports events, media and marketing platform with a mission to unite people in sports and enable athletes and fans to live their passions and dreams. Through our businesses, including Infront and The IRONMAN Group, we have significant intellectual property rights, long-term relationships and broad execution capabilities, enabling us to deliver unrivalled sports event experiences, creating access to engaging content and building inclusive communities. We offer a comprehensive array of events, marketing and media services through three primary segments: Mass Participation, Spectator Sports and Digital, Production, Sports Solutions (DPSS). Our full-service platform creates value for our partners and clients as well as other stakeholders in the sports ecosystem, from rights owners, to brands and advertisers, and to fans and athletes.
Headquartered in China, Wanda Sports Group has more than 60 offices and 1,600 employees around the world.  For more information, please visit http://investor.wsg.cn/investor-relations.
For more information, please contact:
Wanda Sports Group
Edith Kwan
ir@wsg.cn

Sard Verbinnen & Co
Ron Low or Paul Scarpetta
WandaSports-SVC@SARDVERB.com