STOCK TITAN

Arena Group (NYSE: AREN) signs $97,691,000, 10% term loan with Renew

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

The Arena Group Holdings, Inc. entered into a new $97,691,000 term loan with Renew Group Private Limited on August 7, 2026, maturing August 6, 2029. The proceeds were used to refinance existing term loan obligations with Renew and for other general corporate purposes.

The loan bears 10.00% annual interest, payable quarterly in arrears beginning September 30, 2026. Principal will be repaid in seven quarterly installments of $1,000,000 starting September 30, 2027, with the remaining balance due at maturity. The company may prepay at any time without penalty, but cannot reborrow amounts repaid.

The facility includes covenants limiting additional debt, liens, mergers, asset sales, acquisitions, investments, and affiliate transactions, plus financial covenants requiring a consolidated fixed charge coverage ratio of at least 1.20 to 1.00 and a total net leverage ratio not more than 3.5 to 1.00, tested quarterly from the quarter ending September 30, 2026. Obligations are guaranteed by subsidiaries and secured by a first priority security interest in substantially all assets of the company and guarantors.

Positive

  • $97,691,000 term loan refinances existing debt, consolidating obligations with Renew Group Private Limited and providing additional flexibility for general corporate purposes.
  • The loan matures on August 6, 2029, extending the company’s debt maturity profile and concentrating most principal repayment at final maturity after modest interim installments.

Negative

  • Debt carries a relatively high 10.00% interest rate, increasing ongoing cash interest expense until maturity or prepayment.
  • The facility is secured by a first priority security interest in substantially all assets and includes restrictive covenants and leverage limits up to 3.5 to 1.00, which may constrain future financing and strategic flexibility.

Insights

Analyzing...

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Term loan amount $97,691,000 Principal amount under Loan Agreement with Renew Group Private Limited
Interest rate 10.00% per annum Interest on the term loan, payable quarterly in arrears
Maturity date August 6, 2029 Final maturity of the term loan
Quarterly principal installment $1,000,000 Seven installments beginning September 30, 2027
Fixed charge coverage covenant 1.20 to 1.00 Minimum consolidated fixed charge coverage ratio, tested quarterly
Total net leverage covenant 3.5 to 1.00 Maximum total net leverage ratio, tested quarterly
First interest payment date September 30, 2026 Interest payable quarterly in arrears beginning on this date
First principal payment date September 30, 2027 Start of seven quarterly $1,000,000 principal installments
term loan financial
"provides for a term loan of $97,691,000"
A term loan is a type of loan that is borrowed for a set period of time, with a fixed schedule for repaying the money, usually in regular payments. It matters to investors because it represents a company's borrowing costs and financial stability; reliable repayment of these loans can indicate strong financial health, while difficulties may signal potential risks.
fixed charge coverage ratio financial
"a consolidated fixed charge coverage ratio of at least 1.20 to 1.00"
A fixed charge coverage ratio measures how well a company's operating income can cover its fixed, recurring obligations like interest payments and lease costs. Think of it as a safety margin — the higher the number, the more comfortably a business can pay steady bills from its normal earnings, which matters to investors because it signals financial stability, lower default risk, and greater ability to withstand revenue dips.
total net leverage ratio financial
"a total net leverage ratio, of not more than 3.5 to 1.00"
Total net leverage ratio measures how much a company owes after using its cash, compared with the cash it generates in a year; it is usually calculated by subtracting cash from total debt and dividing that net debt by annual operating cash flow or earnings. Investors use it like a debt-to-income check for a household — a higher number means the company may struggle to cover obligations and is riskier, while a lower number suggests more cushion and financial flexibility.
first priority security interest financial
"secured by a first priority security interest in substantially all of the existing"

FAQ

What new loan did The Arena Group (AREN) enter into with Renew?

The Arena Group entered into a $97,691,000 term loan with Renew Group Private Limited, maturing on August 6, 2029. Proceeds were used to refinance existing Renew term loans and for other general corporate purposes.

What are the interest and repayment terms of AREN’s new loan?

The loan bears 10.00% annual interest, payable quarterly starting September 30, 2026. Principal is repaid in seven quarterly installments of $1,000,000 from September 30, 2027, with the remaining balance due at maturity.

How will The Arena Group (AREN) use the $97,691,000 loan proceeds?

The company used the $97,691,000 term loan proceeds to refinance its existing term loan obligations with Renew and for other general corporate purposes, improving its debt structure while maintaining operating liquidity.

What financial covenants apply to The Arena Group’s new loan?

The loan requires a consolidated fixed charge coverage ratio of at least 1.20 to 1.00 and a total net leverage ratio not exceeding 3.5 to 1.00, tested quarterly on a trailing twelve‑month basis beginning with the quarter ending September 30, 2026.

Is The Arena Group’s (AREN) new term loan secured or guaranteed?

Yes. The company’s obligations are guaranteed by its subsidiaries and secured by a first priority security interest in substantially all existing and future assets of the company and each guarantor, subject to certain exceptions.

Can The Arena Group (AREN) prepay the new loan without penalty?

Yes. The company may prepay the loan in whole or in part at any time without penalty, provided it pays accrued and unpaid interest through the prepayment date. However, repaid or prepaid amounts may not be reborrowed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false 0000894871 0000894871 2026-08-07 2026-08-07 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): August 7, 2026

 

THE ARENA GROUP HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

delaware   001-12471   68-0232575
(State or other jurisdiction of incorporation)  

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

         
200 VESEY STREET, 24TH FLOOR    
NEW YORK, new york   10281
(Address of principal executive offices)   (Zip code)

 

212-321-5002

(Registrant’s telephone number including area code)

 

 

(Former name or former address if changed since last report)

 

Securities registered pursuant in Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.01 per share   AREN   NYSE American

 

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):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

  

 

 

 
 

 

Item 1.01. Entry into a Material Definitive Agreement.

  

On August 7, 2026, The Arena Group Holdings, Inc. (the “Company”) entered into a Loan Agreement (the “Loan Agreement”) with Renew Group Private Limited (“Renew”). The Loan Agreement, which matures on August 6, 2029, provides for a term loan of $97,691,000. The proceeds of the loan were used to refinance the Company’s existing term loan obligations with Renew and for other general corporate purposes. The loan bears interest at 10.00% per annum, and interest is payable quarterly in arrears, beginning September 30, 2026. Principal is payable in seven quarterly installments of $1,000,000 beginning September 30, 2027, with the remaining outstanding principal, accrued interest and other amounts due at maturity. The Company may prepay the loan in whole or in part at any time without penalty, subject to payment of accrued and unpaid interest through the prepayment date, but amounts repaid or prepaid may not be reborrowed.

  

The Loan Agreement contains covenants limiting, among other things, the incurrence of additional indebtedness, the creation of liens, mergers, consolidations, sales of assets, acquisitions, investments, and affiliate transactions, subject, in each case, to certain exceptions and thresholds. The Loan Agreement includes certain financial covenants which include a consolidated fixed charge coverage ratio of at least 1.20 to 1.00 and a total net leverage ratio, of not more than 3.5 to 1.00, each as defined in the Loan Agreement, in each case tested quarterly on a trailing twelve-month basis beginning with the fiscal quarter ending September 30, 2026. The Loan Agreement also contains customary events of default.

  

The Company’s obligations under the Loan Agreement are guaranteed by its subsidiaries, and the obligations of the Company and any guarantors are secured by a first priority security interest in substantially all of the existing and future assets of the Company and each guarantor, subject to certain exceptions.

 

The foregoing description of the Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Loan Agreement and the related promissory note, copies of which are filed herewith as Exhibits 10.1 and 10.2.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

  

The information set forth under Item 1.01 of this Current Report on Form 8-K regarding the Loan Agreement is also responsive to Item 2.03 and incorporated by reference into this Item 2.03.

  

Item 9.01. Financial Statements and Exhibits.

  

(d) Exhibits

 

  10.1*   Loan Agreement between the Company and Renew Group Private Limited dated August 7, 2026.
       
  10.2   Promissory Note dated August 7, 2026.
       
  104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* Certain schedules and similar attachments to this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company undertakes to furnish supplementally a copy of any omitted schedule to the Securities and Exchange Commission upon request.

  

 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  THE ARENA GROUP HOLDINGS, INC.
     

Dated: August 13, 2026

By: /s/ Paul Edmondson
  Name: Paul Edmondson
  Title: Chief Executive Officer

 

 

Filing Exhibits & Attachments

5 documents