MarketWise, formerly known as Beacon Street Group, a leading multi-brand digital subscription services platform providing premium financial research, software, education, and tools for self-directed investors, announced that its direct subsidiary, MarketWise, LLC (the “Borrower”), and certain of the Company’s direct and indirect material U.S. subsidiaries (the “Guarantors”) have entered into a Loan and Security Agreement on October 29, 2021 with a syndicate of five banks, providing for a revolving credit facility of up to $150,000,000 (the “Credit Facility”).

With HSBC Bank USA and BMO Capital Markets as joint lead arrangers and joint bookrunners, the syndicate bank group includes BMO Harris Bank, Silicon Valley Bank, Wells Fargo Bank, and PNC Bank. HSBC Bank USA is the administrative agent.

The relevant terms and covenants contained in the new Credit Facility are summarized below:

•     Provides maximum revolving loans up to $150 million and contains a $5 million sub-facility for letters of credit.

•     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 bps to 225 bps, and there is an unused commitment fee of 25 bps to 35 bps based on unused capacity.

•     The Credit Facility has a term of three years, maturing on October 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.

Dale Lynch, Chief Financial Officer of MarketWise, commented, "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.   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.”      

The Company 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.