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ACTV > SEC Filings for ACTV > Form 8-K on 2-Jul-2012All Recent SEC Filings

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Form 8-K for ACTIVE NETWORK INC


2-Jul-2012

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01. Entry into a Material Definitive Agreement

On July 2, 2012, The Active Network, Inc., a Delaware corporation ("Active"), entered into a First Amendment to Credit Agreement (the "First Amendment") with Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS") and J.P. Morgan Securities LLC, as Joint Lead Arrangers, MLPFS, as Sole Book Manager, and the lenders from time to time party thereto.

The First Amendment increases the existing senior secured revolving credit facility to an aggregate principal amount of $100 million (the "Credit Facility") as well as the sublimit for the issuance of standby letters of credit to $25 million. The First Amendment also increases the "accordion" feature which allows Active, subject to certain terms and conditions, to increase the lending commitments by up to $50 million. The proceeds of the Credit Facility are expected to be used, together with cash on hand, for among other things, capital expenditures and acquisitions, and to provide generally for ongoing working capital requirements and other corporate purposes.

Certain of the lenders and the agents (and their respective subsidiaries or affiliates) under the First Amendment have in the past provided, and may in the future provide, investment banking, underwriting, lending, commercial banking, trust and other advisory services to Active or its subsidiaries. These parties have received, and may in the future receive, customary compensation from Active or its subsidiaries for such services.

The foregoing summary of the First Amendment is qualified in its entirety by the full text of the First Amendment, a copy of which is attached to this Report as Exhibit 10.40.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits

10.40    First Amendment to Credit Agreement, dated as of July 2, 2012, by and
         among The Active Network, Inc., as Borrower, the subsidiaries of Borrower
         named therein, as Guarantors, the Lenders named therein, Bank of America,
         N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, Merrill
         Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities
         LLC, as Joint Lead Arrangers, and Merrill Lynch, Pierce, Fenner & Smith
         Incorporated, as Sole Book Manager.


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