Item 1.01 Entry into a Material Definitive Agreement
On
The Sixth Amendment provides for a
The maturity date of loans under the Amended Credit Agreement remains
Interest rates on loans under the Amended Credit Agreement are 3.00% and 2.00%
above the LIBOR Rate and Base Rate, respectively, and the fee for the daily
unused availability under the revolving credit facility is 0.40% until the
Calculation Date for the fiscal quarter ending
The Sixth Amendment provides relief from the financial covenants to maintain a specified quarterly minimum adjusted Fixed Charge Coverage Ratio ("Fixed Charge Coverage Ratio") and maximum Consolidated Leverage Ratio ("Leverage Ratio") for the first fiscal quarter of 2021.
Under the Existing Credit Agreement, the Company had to have a Fixed Charge
Coverage Ratio of at least 1.25 to 1.00 as of the Company's fiscal quarter
ending on
The Existing Credit Agreement required the Company to have a Leverage Ratio of
not more than 5.00 to 1.00 as of the last day of the first fiscal quarter of
2021. The Sixth Amendment waives such requirement but provides that commencing
with the fiscal quarter ending
Period Maximum Ratio The last day of the second 5.00 to 1.00Fiscal Quarter of the 2021 Fiscal Year The last day of the third Fiscal 4.50 to 1.00 Quarter of the 2021 Fiscal Year The last day of the fourth 4.00 to 1.00Fiscal Quarter of the 2021 Fiscal Year The last day of the first Fiscal 3.00 to 1.00 Quarter of the 2022 Fiscal Year and thereafter
For purposes of calculating required compliance with the maximum ratio, Leverage Ratio will be calculated on an annualized basis, which will exclude the impact of fiscal year 2020 and first fiscal quarter of 2021, through the end of fiscal year 2021, and on an actual basis thereafter.
The Sixth Amendment requires the Company and its subsidiaries to meet minimum
aggregate cash holding requirements through
January 2021 $50,000,000
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February 2021 $50,000,000 March 2021 $50,000,000 April 2021 $40,000,000 May 2021 $40,000,000 June 2021 $40,000,000
The Sixth Amendment limits non-maintenance capital expenditures by the Company
and its subsidiaries to no more than
Beginning in 2022, the Amended Credit Agreement provides that the Company and its subsidiaries may make capital expenditures in any fiscal year in an amount equal to 75% of consolidated EBITDA for the immediately preceding fiscal year when the Leverage Ratio is equal to or greater than 1.50 to 1.0 but less than 2.50 to 1.0. When the Leverage Ratio is less than 1.50 to 1.0, the Company and its subsidiaries may make capital expenditures in an unlimited amount.
For purposes of determining to what extent capital expenditures may be made, the Leverage Ratio will be calculated on an actual rather than on an annualized basis.
The foregoing description is qualified in its entirety by reference to the full text of the Sixth Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off- Balance Sheet Arrangement of a
Registrant
The discussion of the Sixth Amendment to Credit Agreement set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference in this Item 2.03.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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