[8-K] American Express Company Reports Material Event

Rhea-AI Filing Summary

On 14 July 2025 IMAX Corporation entered into a Seventh Amended & Restated Credit Agreement with Wells Fargo Bank (agent) and a lender syndicate.

Main terms

• Revolver size: increased to $375 million; uncommitted accordion can lift total borrowing to $515 million+ in revolving or term loans.
• Maturity: 14 July 2030, subject to a springing maturity if >$100 million of permitted convertible debt remains outstanding 91 days before its earlier maturity.
• Pricing: (i) Term SOFR / Eurocurrency / Term CORRA + 1.00 – 1.75 % or (ii) U.S. base / Canadian prime + 0.25 – 1.00 %; floors at 0 %.
• Covenants: maximum senior secured net leverage ratio of 3.25 : 1 (flexible under certain conditions) plus customary negative, affirmative and reporting covenants.
• Security: first-priority liens on substantially all assets; guarantees from specified subsidiaries.
• Initial draw: $52 million used to repay the prior facility; proceeds thereafter will fund working capital and general corporate purposes.
• Wells Fargo Securities acted as sole lead arranger; JPMorgan as syndication agent; BofA, BMO, National Bank of Canada and RBC as co-documentation agents.

The facility strengthens liquidity, extends tenor and maintains covenant headroom, though it increases secured debt capacity and embeds conditions tied to future convertible borrowings.

Positive

• Liquidity strengthened: Revolving capacity rises to $375 million with maturity extended to 2030.
• Accordion feature: Option to expand borrowing to $515 million or more provides significant financial flexibility.
• Rate grid incentives: Lower interest spreads if leverage improves could reduce financing costs over time.

Negative

• Higher secured leverage potential: Facility allows additional debt, increasing balance-sheet risk.
• Springing maturity clause: Facility could mature earlier if >$100 million convertible debt remains, creating refinancing pressure.
• Asset encumbrance: First-priority liens on most assets may limit future unsecured financing options.

Insights

Equity Analyst

TL;DR – Liquidity boost and extended tenor are equity-positive.

The larger $375 million revolver, optional $515 million accordion and 2030 maturity meaningfully reduce IMAX’s near-term refinancing risk and give management flexibility to pursue growth or weather box-office volatility. The pricing grid is moderate for a secured facility and linked to leverage, offering cost benefits if cash flows improve. Drawing $52 million to retire the prior facility signals a seamless transition. Overall, the agreement strengthens the balance-sheet narrative and is likely to be viewed favorably by shareholders.

Credit & Risk Analyst

TL;DR – More secured capacity raises leverage and covenant risk.

While liquidity improves, the facility introduces higher secured debt capacity and first-lien claims on nearly all assets. The 3.25× senior secured leverage covenant is acceptable but could bind if theatre attendance weakens. The springing maturity tied to future convertible notes creates a potential 91-day cliff that might complicate liability management. Investors should monitor incremental draws and compliance headroom closely.

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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): July 15, 2025

AMERICAN EXPRESS COMPANY

(Exact name of registrant as specified in its charter)

   

New York

1-7657

13-4922250

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

200 Vesey Street,

New York, New York 10285

(Address of principal executive offices and zip code)

(212) 640-2000

(Registrant's telephone number, including area code)

Not Applicable

(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):

 

☐			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))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Shares (par value $0.20 per Share)

AXP

New York Stock Exchange

3.433% Fixed-to-Floating Rate Notes due May 20, 2032

AXP32

New York Stock Exchange

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 7.01 Regulation FD Disclosure

American Express Company (the “Company”) is hereby furnishing below delinquency and write-off statistics for its U.S. Consumer and U.S. Small Business Card Member loans held for investment for the months ended June 30, May 31 and April 30, 2025 and the three months ended June 30, 2025. Effective June 1, 2025, the Company reclassified $1.6 billion of Card Member loans related to its Amazon small business cobrand portfolio to Card Member loans held for sale on the Consolidated Balance Sheets; accordingly such loans are not reflected in the table below for June 2025.

American Express Company

U.S. Consumer and U.S. Small Business

Delinquency and Write-off Rate Statistics

As of and for the months ended June 30, May 31 and April 30, 2025 and the three months ended June 30, 2025

(Billions, except percentages)

			(Preliminary) June 30, 2025						May 31, 2025						April 30, 2025						(Preliminary) Three Months Ended June 30, 2025
U.S. Consumer Card Member loans:
Total loans			$	92.6					$	92.0					$	90.7					$			92.6
30 days past due loans as a % of total			1.3		%				1.3		%				1.4		%							1.3		%
Average loans			$	92.3					$	91.3					$	90.4					$			91.3
Net write-off rate – principal only (a)			2.1		%				2.1		%				2.0		%							2.1		%
U.S. Small Business Card Member loans:
Total loans			$	30.1					$	32.0					$	31.6					$			30.1
30 days past due loans as a % of total			1.6		%				1.5		%				1.6		%							1.6		%
Average loans			$	31.1					$	31.8					$	31.4					$			31.3
Net write-off rate – principal only (a)			2.6		%				2.4		%				2.4		%							2.5		%
Total Card Member loans held for investment– U.S. Consumer and U.S. Small Business			$	122.7					$	124.0					$	122.3					$			122.7

(a) Net write-off rate based on principal only (i.e., excluding interest and/or fees).

The statistics presented above provide information that is additional to the data reported by the American Express Credit Account Master Trust (the “Lending Trust”) in its monthly Form 10-D report filed with the Securities and Exchange Commission. The Card Member loans that have been securitized through the Lending Trust do not possess identical characteristics with those of the total U.S. Consumer or U.S. Small Business Card Member loan portfolios, which include securitized and non-securitized Card Member loans. The reported credit performance of the Lending Trust may, on a month-to-month basis, be better or worse as a result of, among other things, differences in the mix, vintage and aging of loans, the use of end-of-period principal loan balances to calculate write-off statistics in the Lending Trust compared to the use of average loan balances over the

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reporting period used in the statistics of the U.S. Consumer and U.S. Small Business Card Member loan portfolios, as well as other mechanics of the calculation for the Lending Trust net write-off rate, which is impacted by any additions to the Lending Trust within a particular period. In addition, statistics for the U.S. Consumer and U.S. Small Business Card Member loan portfolios and the Lending Trust for any particular monthly period may be subject to variability due to a number of factors, including the number of days in a month, timing of holidays and weekends, seasonality and the timing of information received from third parties.

Set forth below is certain information regarding the credit performance of the Lending Trust for its three most recent monthly reporting periods, as reported in its Form 10-D report filed with respect to each such period.

American Express Credit Account Master Trust

(Billions, except percentages)

			June 1, 2025 through June 30, 2025						May 1, 2025 through May 31, 2025						April 1, 2025 through April 30, 2025
Ending total principal balance			$	25.3					$	25.4					$	25.2
Defaulted amount			$	0.04					$	0.04					$	0.04
Annualized default rate, net of recoveries			1.3		%				1.3		%				1.3		%
Total 30+ days delinquent			$	0.2					$	0.2					$	0.2

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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 hereunto duly authorized.

			AMERICAN EXPRESS COMPANY
			(REGISTRANT)
			By:			/s/ James J. Killerlane III
						Name:  James J. Killerlane III
						Title:    Corporate Secretary

Date: July 15, 2025

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FAQ

What is the size of IMAX's new revolving credit facility?

The facility provides $375 million of revolving borrowing capacity.

Can IMAX increase the borrowing amount beyond $375 million?

Yes. An uncommitted accordion permits expansion to $515 million or more in revolving or term loans, subject to conditions.

When does the new credit agreement mature?

The stated maturity is 14 July 2030, but it may spring earlier if certain convertible debt thresholds are triggered.

What interest margins apply to the new facility?

Loans will bear 1.00 – 1.75 % over Term SOFR/Eurocurrency/CORRA or 0.25 – 1.00 % over U.S. base/Canadian prime, depending on leverage.

What financial covenant must IMAX maintain?

IMAX must keep senior secured net leverage at or below 3.25 : 1, tested quarterly.

How were the initial proceeds used?

The company drew $52 million at closing to repay the outstanding balance on its prior credit facility.