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INTERSECTIONS INC. (NASDAQ:INTX) Files An 8-K Entry into a Material Definitive Agreement

INTERSECTIONS INC. (NASDAQ:INTX) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On December 14, 2016, Intersections Inc. (“Intersections” or
the “Company”) and its subsidiaries executed a First Amendment
to Credit Agreement (the “Amendment”) to amend the Credit
Agreement dated as of March 21, 2016 (the “Credit Agreement”)
among Intersections and its subsidiaries, Crystal Financial SPV
LLC, as term lender, and Crystal Financial LLC, as administrative
agent (the “Administrative Agent”). The amendment provides for
the orderly wind-down of the Pet Health Monitoring segment
conducted through i4c Innovations Inc. (“i4c”) and the orderly
sale or wind down of the health and wellness services for
consumers, employers and insurance providers through behavior
linked products and services provided through IISI Insurance
Services Inc., and the services provided to the bail bonds
industry and surety industries, including through Captira
Analytical, LLC. Intersections and Intersection Holdings Inc. are
permitted to invest up to an additional $2,200,000 in i4c to
implement its wind-down, which is to be completed by June 30,
2017 (or such later date as the Administrative Agent may permit).
Other changes implemented through the Amendment include the
following:
Intersection is permitted to add back up to $4,250,000 of
non-recurring charges incurred in connection with the
wind-down when computing consolidated EBITDA for purposes
of compliance with the financial covenants in the Credit
Agreement.
The financial covenants are revised: (a) to reduce the
required minimum cash on hand from forty percent (40%) of
the term loan balance to twenty-five percent (25%) for
measurement periods from December 14, 2016 through June
30, 2017, (b) eliminate the separate minimum consolidated
EBITDA covenant for the Intersections businesses other
than i4c, and (c) reduce the required minimum
consolidated EBITDA covenant for Intersections and its
subsidiaries to $9,000,000 for the fiscal quarters ending
March 31, 2017 and June 30, 2017, $10,000,000 for the
fiscal quarters ending September 30, 2017 and December
31, 2017, and $11,000,000 for fiscal quarters ending
subsequent to December 31, 2017.
The amortization schedule for the loan is modified to
eliminate the payments that would have been due on March
31, 2017 and June 30, 2017 and increase the amount of
each remaining payment to $1,400,000.
Up to $2,200,000 of proceeds realized from the wind-down
is excluded from the mandatory principal prepayment
requirement.
Certain tax refunds, if received, are excluded from the
mandatory principal prepayment requirement.
The foregoing description of the Amendment is not complete and is
subject to and qualified in its entirety by reference to the full
text of the Amendment, which is filed as Exhibit 10.1 to this
Current Report on Form 8-K and is incorporated by reference
herein.
Item 2.03.
Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
The discussion of the Amendment to the Credit Agreement in Item
1.01 of this Current Report on Form 8-K is incorporated by
reference herein.
Item 7.01. Regulation FD Disclosure.
On December 15, 2016, the Company issued a press release
announcing that it completed an amendment to its credit agreement
with Crystal Financial LLC, a copy of which is being furnished as
an exhibit to this Current Report on Form 8-K and is incorporated
by reference into this Item 7.01.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed herewith.
Exhibit No.
Description
10.1
First Amendment to Credit Agreement dated as of December
14, 2016 by and among Intersections Inc., the other
Borrowers named therein, Crystal Financial SPV LLC and the
other Term Lenders Party thereto and Crystal Financial LLC,
as Administrative Agent
99.1
Press release issued December 15, 2016

About INTERSECTIONS INC. (NASDAQ:INTX)
Intersections Inc. uses data to enable consumers reduce risk through subscription services. The Company’s operating segments include Personal Information Services, Insurance and Other Consumer Services, and Bail Bonds Industry Solutions. The Company’s Personal Information Services business segment focuses on helping consumers understand, monitor, manage and protect against the risks associated with third parties misusing their personal information and violating their privacy. The Company’s Insurance and Other Consumer Services business segment focuses on helping consumers use insurance and other services to manage various personal risks and achieve personal goals. The Company’s Bail Bonds Industry Solutions business segment focuses on automating the bail bonds industry. The Company offers IDENTITY GUARD portfolio of services. The Company’s insurance products are sold and administered pursuant to contracts with insurance companies. INTERSECTIONS INC. (NASDAQ:INTX) Recent Trading Information
INTERSECTIONS INC. (NASDAQ:INTX) closed its last trading session down -0.01 at 3.97 with 13,500 shares trading hands.

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