STOCK TITAN

Cineverse inks $3.1M loan backed by 'Pan’s Labyrinth'

Cineverse Corp. arranged a secured film-financing term loan tied to Pan’s Labyrinth, with royalties and a capped, subordinated corporate guarantee.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Cineverse Corp. (CNVS), through its wholly owned subsidiary Cineverse Pans LLC, entered into a Loan and Security Agreement with BondIt LLC for a term loan of up to $3,125,000, dated as of August 28, 2026, maturing on October 26, 2027.

The loan carries a minimum interest commitment of $179,000 through the seven-month Minimum Interest Term, after which outstanding principal and unpaid interest accrue monthly interest of 1.39%. Proceeds will reimburse advances related to the re-release and 3D conversion of the film “Pan’s Labyrinth” and pay part of Cineverse’s credit facility with East West Bank. The loan is secured by a first priority interest in the film and related distribution agreements. BondIt also receives an 11.25% royalty on specified receipts until it has received up to 1.75x the principal and interest paid. Cineverse has provided a guarantee capped at $2,343,750, subordinated to its East West Bank credit facility under an intercreditor agreement.

Positive

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Negative

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Filing Explained

The September 4 8-K reports that Cineverse has created a direct financial obligation under the Pan’s Labyrinth financing, with the company’s guarantee capped at $2,343,750; it does not state how much has been funded, and the definitive agreements will be filed later.

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.
Pans Loan maximum principal $3,125,000 Term loan principal amount not to exceed this figure under the Pans Loan Agreement
Loan maturity date October 26, 2027 Scheduled maturity date of the Pans Loan
Minimum interest commitment $179,000 Interest commitment from closing through the seven-month Minimum Interest Term
Monthly interest rate 1.39% per month Interest on principal and unpaid interest after the Minimum Interest Term
Royalty rate on specified receipts 11.25% Royalty on specified receipts from the film after loan repayment
Royalty cap multiple 1.75x Cap on total amounts BondIt may receive relative to principal and interest paid
Cineverse guaranty cap $2,343,750 Maximum obligations guaranteed by Cineverse Corp. under the Guaranty Agreement
Loan and Security Agreement financial
"entered into ... a Loan and Security Agreement (the “Pans Loan Agreement”)"
A loan and security agreement is a legal contract that sets out the amount, repayment schedule, interest and the rules a borrower must follow, and it names specific assets a lender can claim if the borrower fails to pay. Think of it like a mortgage or car loan where the lender holds a claim on collateral until the debt is repaid. Investors care because it determines a company’s repayment priorities, borrowing costs, operational limits and how easily creditors can seize assets in distress, all of which affect equity value and credit risk.
Guaranty Agreement financial
"entered into ... a Guaranty Agreement, pursuant to which it provided a guarantee"
A guaranty agreement is a legal contract in which one party (the guarantor) promises to pay a debt or perform an obligation if the primary borrower or obligor does not. Think of it like a friend co-signing a loan: it makes creditors more comfortable because someone else has agreed to back the obligation. For investors, guaranties change credit risk and potential recoveries in a default and can create contingent liabilities for the guarantor.
first priority interest financial
"The Pans Loan is secured by a first priority interest in all of Pans Borrower’s rights"
intercreditor agreement financial
"subordinated in payment and performance ... pursuant to an intercreditor agreement"
A legal contract among multiple lenders that sets the rules for how their different loans and security interests rank, how payments and collateral are handled, and how disputes are resolved if a borrower defaults. It matters to investors because it determines which creditors get paid first and under what conditions, like a traffic plan that decides which cars can go first at an intersection when everyone wants the same road, affecting recovery and risk.
royalty financial
"Pans Lender will be entitled to receive a royalty of 11.25% of specified receipts"
A royalty is a payment made to the owner of a resource or asset—such as a patent, mineral rights, or creative work—whenever others use or profit from it. For investors, royalties provide a steady stream of income without owning the entire asset, similar to earning a small commission each time a product is sold or a service is used. This makes royalties an important factor in valuing certain types of investments.

FAQ

What new loan facility did Cineverse Corp. (CNVS) enter into?

Cineverse, via Cineverse Pans LLC, entered a term loan under a Loan and Security Agreement with BondIt LLC for up to $3,125,000, dated as of August 28, 2026, with a scheduled maturity on October 26, 2027.

What are the key interest terms of Cineverse’s new Pans Loan?

The Pans Loan includes a minimum interest commitment of $179,000 through the seven-month Minimum Interest Term. After that period, the loan and unpaid interest bear monthly interest of 1.39% until maturity on October 26, 2027.

How will Cineverse Corp. (CNVS) use the proceeds of the Pans Loan?

Proceeds will fund reimbursements to Cineverse for advances to the licensor for the re-release of “Pan’s Labyrinth,” support the 3D conversion of the picture, and pay a portion of Cineverse’s credit facility with East West Bank.

What collateral secures the Pans Loan for Cineverse Corp. (CNVS)?

The Pans Loan is secured by a first priority interest in all of Cineverse Pans LLC’s rights and interest in the film “Pan’s Labyrinth” and its distribution agreements, including proceeds from the distribution of the film.

What royalty obligation does Cineverse owe under the Pans Loan?

After full repayment of principal and interest, BondIt LLC is entitled to an 11.25% royalty on specified receipts from the film’s sale, distribution, and marketing until it has received up to 1.75 times the principal and interest paid, inclusive of those amounts.

What guarantee did Cineverse Corp. (CNVS) provide for the Pans Loan?

Cineverse entered a Guaranty Agreement on August 31, 2026, capping its guaranteed obligations at $2,343,750. These obligations are subordinated in payment and performance to Cineverse’s credit facility with East West Bank under an intercreditor agreement.

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

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Learn about SEC filing dates
0001173204false00011732042026-08-312026-08-31

 

 

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

 

FORM 8-K

 

CURRENT REPORT

 

August 31, 2026

(Date of earliest event reported)

 

 

Cineverse Corp.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-31810

22-3720962

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

224 W. 35th St.

Suite 500, #947

 

New York, New York

 

10001

(Address of Principal Executive Offices)

 

(Zip Code)

 

(212) 206-8600

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:

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

CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE

 

CNVS

 

The Nasdaq Stock Market

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.

Cineverse Pans LLC (“Pans Borrower”), a wholly-owned subsidiary of Cineverse Corp. (the “Company”) and BondIt LLC (“Pans Lender”) entered into, on August 31, 2026 and dated as of August 28, 2026, a Loan and Security Agreement (the “Pans Loan Agreement”).

 

The Pans Loan Agreement provides for a term loan with a principal amount not to exceed $3,125,000 (the “Pans Loan”), and a maturity date of October 26, 2027. The Pans Loan includes a minimum interest commitment of $179,000 to be incurred from the period following the closing up to seven-month anniversary of the Pans Loan (the "Minimum Interest Term"). Thereafter, the Pans Loan and unpaid interest bear monthly interest of 1.39%. Use of the proceeds under the Pans Loan Agreement will include reimbursements to the Company for advances paid to the licensor under the Company’s distribution arrangements for the re-release of the film titled Pan’s Labyrinth (the “Film”), the 3D conversion of the Picture and payment of a portion of the credit facility with East West Bank. The Pans Loan Agreement contains customary covenants, representation and warranties and events of default.

 

After the principal of and interest on the Pans Loan is paid in full, Pans Lender will be entitled to receive a royalty of 11.25% of specified receipts obtained by the Company from the sale, distribution and marketing of the Film under its distribution agreements for the Film until Pans Lender has received up to 1.75 times the principal and interest paid under the Pans Loan, inclusive of principal and interest.

 

The Pans Loan is secured by a first priority interest in all of Pans Borrower’s rights and interest in the Film and the distribution agreements, including the proceeds to Pans Borrower from the distribution of the Film. The Company entered into, on August 31, 2026 and dated as of August 28, 2026, a Guaranty Agreement, pursuant to which it provided a guarantee of the Pans Loan which is capped at obligations not exceeding $2,343,750 (the “Guaranty Agreement”). The obligations under the Guaranty Agreement are subordinated in payment and performance to the Company’s credit facility with East West Bank pursuant to an intercreditor agreement among the Company, the Pans Lender, the Pans Borrower and East West Bank.

 

The foregoing descriptions of the Pans Loan Agreement and the Guaranty Agreement are qualified in their entirety by reference to such documents, which will be filed in accordance with SEC rules and regulations.

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 above is incorporated herein by reference.

 


 

SIGNATURE

Pursuant to the requirements of Section 13 or 15 (d) 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.

 

 

 

 

 

Date:

September 4, 2026

By:

/s/ Gary S. Loffredo

 

 

 

Gary S. Loffredo
Chief Legal Officer, Secretary & Senior Advisor

 

 


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