Business Context and Reporting Period
The Beachbody Company, Inc. (BODI) filed a Current Report on Form 8-K dated August 3, 2026. The filing reports the entry into Amendment No. 2 to its Credit Agreement with Tiger Finance, LLC, as administrative agent, modifying the terms of the credit facility originally dated May 13, 2025.
Key Financial Metrics and Covenant Changes
The filing details specific adjustments to financial covenants and interest rates rather than reporting operational performance metrics like revenue or profit for the period.
- Minimum Cash Threshold: Reduced from Total Outstandings plus $4,600,000 (approximately $29,600,000 as of June 30, 2026) to a fixed $22,500,000.
- Minimum Liquidity Level: Increased from $15,000,000 to $18,000,000. This level is scheduled to decrease by approximately $162,000 monthly starting March 1, 2027, until it reaches $16,000,000.
- Interest Rate: The step-down provision was removed. The rate is now fixed at SOFR Rate plus 9.00% until maturity (previously SOFR plus 7.75% under step-down terms).
- Digital Subscriptions Covenant: Reduced to 650,000 through December 31, 2026, and 550,000 thereafter. Testing is conditional on the Cash Threshold falling below $22,500,000.
- Billings Fixed Charge Coverage Ratio: This covenant has been eliminated.
- Three Month Total Billings Target: Increased from 90% to 92.5% of Forecasted Total Billings. Testing is conditional on the Cash Threshold falling below $22,500,000.
Material Changes Versus Prior Period
Compared to the Prior Credit Agreement (as amended by Amendment No. 1 on January 7, 2026), the material changes include:
- A significant reduction in the minimum cash threshold requirement.
- An increase in the minimum liquidity requirement.
- Removal of the interest rate step-down, resulting in a higher permanent interest rate margin (9.00% vs. 7.75%).
- Elimination of the billings fixed charge coverage ratio covenant.
- Introduction of conditional testing for digital subscriptions and billings targets based on cash levels.
Guidance, Outlook, and Risks
The filing does not provide forward-looking guidance on revenue, earnings, or operational outlook. The primary risk disclosed is the increased cost of debt due to the removal of the interest rate step-down. The amendment appears designed to provide flexibility in cash management and liquidity requirements while tightening certain performance targets (billings) if cash levels drop below the new threshold.
Important Facts for Investor Verification
- Verify the current outstanding debt balance to understand the impact of the new 9.00% interest rate margin.
- Confirm the company's current cash and liquidity position relative to the new $22,500,000 cash threshold and $18,000,000 liquidity minimum.
- Review the full text of Exhibit 10.1 (Amendment No. 2) for specific definitions of "Total Outstandings" and "Forecasted Total Billings."
- Monitor future quarterly reports to see if the conditional covenants (digital subscriptions and billings targets) are triggered based on cash levels.