Adjusted Consolidated EBITDA to Consolidated Fixed Charges. The Borrower will not at any time permit the ratio of (a) Adjusted Consolidated EBITDA to (b) Consolidated Fixed Charges, in each case for the most recently ended four (4) fiscal quarters to be less than 1.50 to 1.00.
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. The ratio of Adjusted Consolidated EBITDA determined for the most recently ended calendar quarter to Consolidated Fixed Charges for the most recently ended calendar quarter annualized, shall not be less than 1.75 to 1.0.
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. Parent Company will not permit at any time the ratio of (a) Adjusted Consolidated EBITDA to (b) Consolidated Fixed Charges for the prior two (2) most recently ended calendar quarters annualized to be less than 1.70 to 1.00.
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. The Borrower will not at any time permit the ratio of Adjusted Consolidated EBITDA determined for the most recently ended calendar quarter to Consolidated Fixed Charges for such period, to be less than (i) 1.25 to 1.00 on any date of determination that is prior to June 30, 2009 and (ii) 1.35 to 1.00 on any date of determination that is on or after June 30, 2009.
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. Commencing with the calendar quarter beginning October 1, 2014 and continuing thereafter, the Borrower will not at any time permit the ratio of Adjusted Consolidated EBITDA determined for the most recently ended two (2) calendar quarters, annualized to Consolidated Fixed Charges for the most recently ended two (2) calendar quarters, annualized to be less than 1.75 to 1. Notwithstanding the foregoing, until the REIT and its Subsidiaries have two (2) consecutive calendar quarters of operating results, Adjusted Consolidated EBITDA and Consolidated Fixed Charges shall be determined for the actual periods of operations, annualized in a manner satisfactory to Agent.
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. (a) The Issuer shall not permit the ratio of Adjusted Consolidated EBITDA determined for the most recently ended calendar quarter to Consolidated Fixed Charges for the most recently ended calendar quarter annualized, to be less than 1.50 to 1.00.
(b) Without limiting the foregoing, in the event the ratio of Adjusted Consolidated EBITDA determined for the most recently ended calendar quarter to Consolidated Fixed Charges for the most recently ended calendar quarter annualized is less than 1.70 to 1.00 (an “Elevated Fixed Charges Ratio”), the Issuer shall pay to each holder of a Note additional interest (the “Elevated Fixed Charges Ratio Interest”) comprising the product of (i) the aggregate outstanding principal amount of Notes held by such holder (or its predecessor(s) in interest) as of the first day of the relevant calendar quarter for which Elevated Fixed Charges Ratio Interest is due, (ii) 0.25% and (iii) 0.25 (to reflect that the Elevated Fixed Charges Ratio Interest is payable quarterly). Such Elevated Fixed Charges Ratio Interest shall be payable on each August 15 or February 15 next succeeding the completion of the calendar quarter for which Elevated Fixed Charges Ratio Interest is due together with the regularly scheduled interest due on such holder’s Notes. Notwithstanding the foregoing, the Elevated Fixed Charges Ratio Interest shall not be payable for any quarterly period for which the Issuer has paid or is paying the Elevated Leverage Ratio Interest.
(c) Together with or prior to delivery of the Elevated Fixed Charges Ratio Interest as contemplated by paragraph (b) of this Section 10.11, the Issuer shall deliver to each of the holders of the Notes a written notice from a Senior Financial Officer of the Issuer or Parent (i) stating that the Issuer has applied the Elevated Fixed Charges Ratio to a calendar quarter (and specifying the applicable calendar quarter) and (ii) confirming that the applicable Elevated Fixed Charges Ratio Interest is being paid with respect to such calendar quarter. The notice provided for in this paragraph (c) of this Section 10.11 may be the same notice as provided under paragraph (c) of Section 10.10.
(d) In determining the Elevated Fixed Charges Ratio Interest with respect to any calendar quarter during which any Note is paid in full, the Elevated Fixed Charges Ratio Interest for any such Note shall be reduced to an amount equal to such Elevated Fixed Charges Ratio Interest multiplied by a fraction, (i) the numerator...
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. The Borrower will not at any time permit the ratio of Adjusted Consolidated EBITDA determined for the most recently ended two (2) calendar quarters annualized to Adjusted Consolidated Fixed Charges for the most recently ended two (2) calendar quarters annualized, to be less than 1.75 to 1.00.”
(bb) By deleting in its entirety §9.4 of the Credit Agreement, and inserting in lieu thereof the following:
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. The Borrower will not at any time permit the ratio of Adjusted Consolidated EBITDA to Consolidated Fixed Charges for the most recently ended four (4) fiscal quarters to be less than (a) for the period commencing on April 1, 2022 and ending on June 30, 2023, 1.20 to 1.00, (b) for the period commencing on July 1, 2023 and ending on December 31, 2023, 1.35 to 1.00, and (c) for the period commencing on January 1, 2024 and continuing thereafter, 1.45:1.00; provided, however, notwithstanding the foregoing, from and after the Distributions Covenant Commencement Quarter, the Borrower will not at any time permit the ratio of Adjusted Consolidated EBITDA to Consolidated Fixed Charges for the most recently ended four (4) fiscal quarters to be less than 1.50 to 1.00.
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. A. Adjusted Consolidated EBITDA for most recently ended two calendar quarters (the “Subject Period”), annualized:
1. Consolidated EBITDA: $
2. Capital Reserves for Subject Period: $
3. Actual cash capital expenditure reserves collected during the Subject Period $
4. Adjusted Consolidated EBITDA (Line II.A.1 minus Line II.A.2. plus Line II.A.3.): $
B. Consolidated Fixed Charges for Subject Period, annualized: $
C. Consolidated Fixed Coverage Ratio (Line II.A.4.divided by Line II.B.): to 1 Compliant? Yes ¨ No ¨
A. Consolidated Gross Asset Value at Statement Date: $
B. Consolidated Total Indebtedness: $ 1 The summary references herein to defined terms and component parts thereof are qualified by reference to the complete definitions of such terms as set forth in the Agreement. The calculations provided herein are made using the consolidated financial statements of REIT as of the Balance Sheet Date adjusted in the best good faith estimate of REIT to give effect to the making of a Loan, issuance of a Letter of Credit, acquisition or disposition of property or other event that occasions the preparation of this certificate.
C. Consolidated Tangible Net Worth (Line III.A. minus Line III.B.): $ D. 75% of any Net Offering Proceeds: $
Adjusted Consolidated EBITDA to Consolidated Fixed Charges. From and after the fiscal quarter commencing on October 1, 2021, the Borrower will not at any time permit the ratio of Adjusted Consolidated EBITDA to Consolidated Fixed Charges for the most recently ended four (4) fiscal quarters to be less than (a) during the Covenant Relief Period, 1.50 to 1.00, and (b) from and after the Covenant Relief Period Termination Date, 1.60:1.00. For the avoidance of doubt, the ratio of Adjusted Consolidated EBITDA to Consolidated Fixed Charges for the most recently ended four (4) fiscal quarters shall not be tested for the fiscal quarter commencing on July 1, 2021 and ending on September 30, 2021; provided, however, Borrower shall be required to report said ratio for such fiscal quarter in the Compliance Certificate delivered with respect to such fiscal quarter pursuant to §7.4(c).”; and
(j) By inserting the following new §14.17 into the Credit Agreement: “§14.17 Erroneous Payments. US_Active\119726713\V-3
(a) If the Agent (x) notifies a Lender, Issuing Lender or any Person who has received funds on behalf of a Lender or Issuing Lender (any such Lender, Issuing Lender or other recipient, a “Payment Recipient”) that the Agent has determined in its sole discretion (whether or not after receipt of any notice under immediately succeeding clause (b)) that any funds (as set forth in such notice from the Agent) received by such Payment Recipient from the Agent or any of its Affiliates were erroneously or mistakenly transmitted to, or otherwise erroneously or mistakenly received by, such Payment Recipient (whether or not known to such Lender, Issuing Lender or other Payment Recipient on its behalf) (any such funds, whether transmitted or received as a payment, prepayment or repayment of principal, interest, fees, distribution or otherwise, individually and collectively, an “Erroneous Payment”) and (y) demands in writing the return of such Erroneous Payment (or a portion thereof), such Erroneous Payment shall at all times remain the property of the Agent pending its return or repayment as contemplated below in this §14.17(a) and held in trust for the benefit of the Agent, and such Lender or Issuing Lender shall (or, with respect to any Payment Recipient who received such funds on its behalf, shall cause such Payment Recipient to) promptly, but in no event later than two (2) Business Days thereafter (or such later date as the Agent may, in its sole discretion, specify in writing), return to the Agent the amount of any such Erroneous Pa...
