or penalty (other than customary breakage costs, if applicable). The Company may repay borrowings under the revolving credit facility at any time without premium or penalty (other than customary
breakage costs, if applicable), but in any event no later than June 15, 2022, and any outstanding revolving loans thereunder will be due and payable in full, and the revolving credit facility will terminate, on such date. The Company may reduce
or terminate the revolving line of credit at any time, subject to certain thresholds and conditions, without premium or penalty.
As under
the Existing Credit Agreement, the loans under the A&R Credit Agreement are subject to certain mandatory prepayments, subject to various exceptions, from (a) net cash proceeds from certain dispositions of property, (b) net cash
proceeds from certain issuances of equity, (c) net cash proceeds from certain issuances of additional debt and (d) net cash proceeds from certain extraordinary receipts.
Amounts repaid under the revolving credit facility may be reborrowed, subject to continued compliance with the A&R Credit Agreement. No
amount of the term loan that is repaid may be reborrowed.
The interest rates under the A&R Credit Agreement were modified as follows.
The term loan and revolving credit loans bear interest at a rate per annum equal to, at the Companys option, either (a) the LIBOR Rate (or in the case of revolving credit loans denominated in a currency other than U.S. Dollars, the
applicable quoted rate), plus a margin that varies within a range of 2.15% to 3.65% based on the Companys consolidated leverage ratio, or (b) a fluctuating reference rate equal to the highest of (i) the federal fund rate plus 0.50%,
(ii) Bank of Americas publicly announced prime rate, (iii) the LIBOR Rate plus 1.00% or (iv) 1.00%, plus a margin that varies within a range of 1.15% to 2.65% based on the Companys consolidated leverage ratio. In addition to certain
other fees and expenses that the Company is required to pay to the Lender, the Company is required to pay a commitment fee on the undrawn portion of the revolving credit facility that varies within a range of .25% and .675% based on the
Companys consolidated leverage ratio.
As under the Existing Credit Agreement, the Company must comply with various customary
financial and non-financial covenants under the A&R Credit Agreement. In addition to the financial covenants under the Existing Credit Agreement, which consisted of a maximum consolidated leverage ratio, a
minimum consolidated fixed charge coverage ratio and a minimum level of EBITDA, the A&R Credit Agreement includes a consolidated asset coverage ratio and a minimum level of liquidity. The primary
non-financial covenants limit the Companys and its subsidiaries ability to incur future indebtedness, to place liens on assets, to pay dividends or distributions on their capital stock, to
repurchase or acquire their capital stock, to conduct mergers or acquisitions, to sell assets, to alter their capital structure, to make investments and loans, to change the nature of their business, and to prepay subordinated indebtedness, in each
case subject to certain exceptions and thresholds as set forth in the A&R Credit Agreement.
The Lender is entitled to accelerate
repayment of the loans and to terminate its revolving credit commitment under the A&R Credit Agreement upon the occurrence of any of various customary events of default, which include, among other events, the following (which are
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