Financial Covenants of Guarantor. (a) Guarantor (i) shall keep and maintain complete and accurate books and records and (ii) shall permit Lender and any authorized representatives of Lender to have access to and to inspect, examine and make copies of the books and records, any and all accounts, data and other documents of Guarantor, at all reasonable times, during normal business hours, at Guarantor’s address for notices as set forth herein upon the giving of reasonable notice of such intent. Guarantor shall also provide to Lender, upon Lender’s reasonable request, such information as Lender may reasonably request, from time to time, in such detail as may reasonably be required by Lender.
(b) Without limiting the provisions of Section 26(a), Lender shall have the right, at any time and from time to time upon the occurrence and continuance of an “Event of Default” hereunder or under the other Loan Documents, to audit the books and records of Guarantor.
(c) During the term hereunder, sGuarantor will furnish or cause to be furnished to Lender, as soon as available, and in any event within one hundred and twenty (120) days after the end of each fiscal year, (i) the annual consolidated financial statements of American Realty Capital New York City REIT, Inc., which are inclusive of the Guarantor, which financial statements shall be in form substantially similar to those previously delivered by Guarantor to Lender and which shall include a balance sheet, income statement, and statement of cash flows, and (ii) a certificate delivered to Lender by Guarantor which is signed by Responsible Officer of Guarantor certifying as to the Net Worth and Liquidity of Guarantor as of the end of the preceding fiscal year. All such annual financial statements shall (A) be prepared and audited by a “Big 4” accounting firm or other independent certified public accountant reasonably acceptable to Lender, (B) be certified by Guarantor to Lender as true, correct and complete, in all material respects and (C) contain such backup and/or supporting information as may be reasonably requested by Lender. In addition, Guarantor shall promptly furnish to Lender any other financial information reasonably requested by Lender from time to time in respect of Guarantor.
(d) Guarantor shall, at all times while the Debt remains unsatisfied, maintain a Net Worth of not less than $100,000,000.00 and Liquidity of not less than $5,000,000.00, in each case as calculated in accordance with GAAP.
(e) As used in this Section, the following ...
Financial Covenants of Guarantor. (A) Guarantor’s Adjusted Tangible Net Worth shall at all times be greater than $300,000,000; (B) the amount of combined unrestricted cash of Guarantor and its Subsidiaries shall at all times be greater than or equal to $10,000,000; and (C) the ratio of Guarantor’s total Indebtedness to Tangible Net Worth shall at all times be less than 3:1, and (D) Guarantor’s consolidated net income shall be equal to or greater than $1.00 for at least one (1) of the previous two (2) consecutive fiscal quarters, as of the end of each fiscal quarter.
Financial Covenants of Guarantor. (A) Guarantor’s Adjusted Tangible Net Worth is greater than or equal to $830,000,000; (B) the combined amount of unrestricted cash of Guarantor and its Subsidiaries is greater than or equal to $40,000,000; (C) the ratio of Guarantor’s Total Indebtedness to Adjusted Tangible Net Worth is less than 5:1; and (D) Guarantor’s consolidated net income has been equal to or greater than $1.00 for at least one (1) of the previous two (2) consecutive fiscal quarters, as of the end of the last fiscal quarter."
(i) Section 13 of the Agreement is hereby amended by adding Section 13(tt) as follows:
Financial Covenants of Guarantor. Guarantor covenants and agrees that from the date hereof and until payment in full of the Guaranteed Obligations:
Financial Covenants of Guarantor. In the event that Guarantor becomes an operating company or ceases to be a holding company, Seller agrees, at the sole option of Buyer, to enter into an amendment to this Agreement to require Guarantor to make financial representations, warranties and covenants to Buyer, the substance of which shall contain financial tests substantially similar to the financial tests contained in Sections 12(p) and 13(q) herein. Seller shall provide prompt notice to Buyer in the event that Guarantor acquires any new Subsidiary.
Financial Covenants of Guarantor. Guarantor covenants and agrees that from the date hereof and until payment in full of the Guaranteed Obligations, Guarantor shall comply with the financial covenants set forth below, using the financial information for Guarantor, its Subsidiaries, Affiliates and its holding company or Parent, as applicable:
Financial Covenants of Guarantor. Guarantor shall comply with the following financial covenants: (A) the ratio of Guarantor’s Total Indebtedness to Guarantor’s Tangible Net Worth is not greater than 7:1, (B) Guarantor has Liquidity in an amount equal to not less than 3% of Guarantor’s Tangible Net Worth (the “Liquidity Baseline”); provided that no more than 25% of the Liquidity Baseline may be comprised of unencumbered Agency Securities, (C) the Tangible Net Worth of Guarantor shall not at any time decline by (i) 35% or more during any calendar year or (ii) 25% or more during any calendar quarter and (D) as of the end of the immediately preceding calendar quarter, Guarantor’s consolidated net income (excluding unrealized losses on securities and loans) for at least one (1) of the previous two (2) consecutive fiscal quarters is equal to or greater than $1.00.
Financial Covenants of Guarantor. Borrower acknowledges and agrees that the Guarantor shall maintain a minimum Liquidity (as defined in the Guaranty Agreement) of $5,000,000.00 and $1,000,000,000.00 of Tangible Net Worth (as defined in the Guaranty Agreement) throughout the term of the Loan, to be tested quarterly as of February 28, May 31, August 31, and November 30 each year as evidenced by quarterly and audited financial statements provided by Guarantor (as provided in the Guaranty Agreement). For purposes of this paragraph, Liquidity held by related entities and trusts shall be excluded from the calculation of Liquidity. Borrower also acknowledges and agrees that Guarantor’s interest guarantee shall extend until the later of: (i) the date which is 180 days beyond any maturity date (as such maturity date may be extended pursuant to the terms of the Loan Documents) of the Loan term during which an Event of Default occurs, or (ii) the date upon which Borrower and/or Guarantor ceases to contest, dispute or otherwise delay the enforcement of Administrative Agent’s rights and remedies pursuant to a default under any of the Loan Document.
Financial Covenants of Guarantor. The following Section 11.12 hereby is added to the end of Article 11 of the Loan Agreement:
Financial Covenants of Guarantor. So long as this Agreement remains in effect, Guarantor shall at all times (i) maintain an aggregate Tangible Net Worth of not less than Two Hundred Seventy-Five Million and No/100 Dollars ($275,000,000.00), excluding from Tangible Net Worth, however, the Property, the related Loan on the Property, the Collateral and any direct or indirect equity, ownership or other interest in the Property and the Collateral, and (ii) maintain aggregate Liquid Assets of not less than Ten Million and No/100 Dollars ($10,000,000.00) (the foregoing covenants, the “Guarantor Financial Covenants”). As used herein, (i) “Tangible Net Worth” means, subject to the provisions in the preceding sentence, at any time with respect to Guarantor (x) the aggregate tangible assets of Guarantor based on GAAP which such Tangible Net Worth shall include any add backs for accumulated amortization and depreciation (i.e., all assets except for intangible assets such as goodwill, patents, trademarks, copyrights, franchises, research and development), except for any assets resulting from any loans, advances or financial accommodations of any kind between Guarantor and any of its Affiliates, minus (y) the aggregate liabilities of Guarantor, and (ii) “Liquid Assets” means, at any time with respect to Guarantor, assets in the form of cash, cash equivalents, obligations of (or fully guaranteed as to principal and interest by) the United States or any agency or instrumentality thereof (provided the full faith and credit of the United States supports such obligation or guarantee), certificates of deposit issued by a commercial bank having net assets of not less than $500 million, securities listed and traded on a recognized stock exchange or traded over the counter and listed in the National Association of Securities Dealers Automatic Quotations, or liquid debt instruments that have a readily ascertainable value and are regularly traded in a recognized financial market.
