First Lien Net Leverage Ratio. Except with the written consent of the Required Revolving Lenders, commencing with the fiscal quarter ending March 31, 2019, the Borrower will not permit the First Lien Net Leverage Ratio, calculated as of the last day of any Test Period, to exceed 8.20 to 1.00; provided that notwithstanding the foregoing, the financial covenant set forth in this Section 6.11 shall be tested as of the last day of any Test Period only in the event that, on the last day of such Test Period, the aggregate amount of the Revolving Exposures (excluding (x) up to $10,000,000 of undrawn Letters of Credit, (y) Letters of Credit which have been cash collateralized or backstopped in accordance with this Agreement and (z) prior to June 30, 2019, any outstanding Revolving Loans originally borrowed on the Closing Date to pay the Transaction Costs or fund original issue discount or upfront fees in connection with the “flex” provisions of the Fee Letter) of all of the Revolving Lenders is greater than 35% of the aggregate amount of the Revolving Commitments in effect on such date.
First Lien Net Leverage Ratio. The Borrower will not permit the First Lien Net Leverage Ratio, as of the last day of any Test Period ending on the date set forth in the table below, to be greater than the ratio set forth opposite such date below: Fiscal Quarter Ending First Lien Net Leverage Ratio December 31, 2017 8.50:1.00 March 31, 2018 7.75:1.00 June 30, 2018 7.75:1.00 September 30, 2018 6.75:1.00 December 31, 2018 5.75:1.00 March 31, 2019 5.00:1.00 June 30, 2019 4.50:1.00 September 30, 2019 4.00:1.00 December 31, 2019 and the last day of each fiscal quarter of the Borrower thereafter 3.50:1.00
First Lien Net Leverage Ratio. (i) On the last day of each Test Period (commencing with the Fiscal Quarter ending March 31, 2025), the Borrower shall not permit the First Lien Net Leverage Ratio to exceed the corresponding ratio set forth below for such Test Period (this clause (b)(i), the “Maximum First Lien Net Leverage Covenant”): March 31, 2025 11.00:1.00 June 30, 2025 10.00:1.00 September 30, 2025 9.00:1.00 December 31, 2025 8.00:1.00 March 31, 2026 7.50:1.00 June 30, 2026 and thereafter 7.00:1.00
(ii) Notwithstanding anything to the contrary in this Agreement (including Article 7), upon any failure by the Borrower to comply with Section 6.15(b)(i) above as of any applicable Test Period, the Borrower shall have the right (the “Leverage Covenant Cure Right”) (at any time during such Fiscal Quarter or thereafter until the date that is 15 Business Days after the date on which financial statements for such Fiscal Quarter are required to be delivered pursuant to Sections 5.01(a) or (b), as applicable (such period, a “Leverage Covenant Cure Period”)) to issue Qualified Capital Stock or other equity (such other equity to be on terms reasonably acceptable to the Administrative Agent and the Lender Representative) for Cash or otherwise receive Cash contributions in respect of its Qualified Capital Stock (the “Leverage Covenant Cure Amount”), and thereupon the Borrower’s compliance this Section 6.15(b)(i) shall be recalculated giving effect to a pro forma increase in the amount of Consolidated Adjusted EBITDA by an amount equal to the Leverage Covenant Cure Amount (notwithstanding the absence of a related addback in the definition of “Consolidated Adjusted EBITDA”) solely for the purpose of determining compliance with Section 6.15(b)(i) as of the end of such Fiscal Quarter and for applicable subsequent periods that include such Fiscal Quarter. If, after giving effect to the foregoing recalculation (but not, for the avoidance of doubt, taking into account any immediate repayment of Indebtedness in connection therewith), the requirements of Section 6.15(b)(i) would be satisfied, then the requirements of Section 6.15(b)(i) shall be deemed satisfied as of the applicable test date with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of Section 6.15(b)(i) that had occurred (or would have occurred) shall be deemed cured for the purposes of this Agreement. Notwithstanding anything herein to the contrary,
(A) in each four cons...
First Lien Net Leverage Ratio. Commencing with the Test Period ending on the last day of the second full fiscal quarter ended after the Closing Date, the Borrower shall not permit the First Lien Net Leverage Ratio on the last day of each Test Period to be greater than 8.00 to 1.00 if the aggregate outstanding principal amount of Revolving Loans, Swing Line Loans and Letters of Credit (but excluding undrawn amounts under any Letters of Credit and Letters of Credit that have been Cash Collateralized) exceeds (or exceeded) 35.00% of the then outstanding Revolving Commitments in effect on such date. To the extent required to be tested with respect to any Test Period pursuant to the preceding sentence, compliance with this Section 8.01 shall be tested on the date that the Compliance Certificate for the applicable Test Period is required to be delivered pursuant to Section 6.02(a) and not prior to such date.
First Lien Net Leverage Ratio. Consolidated First Lien Net Debt to Consolidated EBITDA13
(1) Consolidated First Lien Net Debt:
(a) the aggregate principal amount of Indebtedness of the Parent Borrower and their Restricted Subsidiaries outstanding on the date of the Financial Statements accompanying this certificate (the “Financial Statement Date”), in an amount that would be reflected on a balance sheet (but excluding the notes thereto) prepared as of such Financial Statement Date on a consolidated basis in accordance with GAAP (but excluding the effects of any discounting of Indebtedness resulting from the application of purchase accounting or recapitalization accounting in connection with the Transactions or any Permitted Acquisition or any other acquisition permitted under the Credit Agreement) consisting only of Indebtedness for borrowed money and obligations in respect of Capitalized Leases or other purchase money Indebtedness plus without duplication, the aggregate undrawn amount of Designated Revolving Commitments in effect on such date, in each case, that is secured by any Applicable Lien; $_____
(b) minus, the aggregate amount of cash and Cash Equivalents (other than Restricted Cash), in each case, included on the consolidated balance sheet of the Parent Borrower and the Restricted Subsidiaries as of such Financial Statement Date. $_____ provided that Consolidated First Lien Net Debt shall not include Indebtedness (i) in respect of letters of credit, except to the extent of obligations in respect of amounts drawn under standby letters of credit that are unreimbursed for at least two (2) Business Days after such amount is drawn, (ii) owed by Unrestricted Subsidiaries, (iii) obligations in respect of Cash Management Services and (iv) in respect of any Qualified Securitization Financing; it being understood, for the avoidance of doubt, that obligations under Swap Contracts do not constitute Consolidated First Lien Net Debt. For the avoidance of doubt, Indebtedness under the ABL Credit Agreement shall be included in Consolidated First Lien Net Debt. 13 Defined terms used but not capitalized in this Schedule 1 have the meanings assigned to such terms in the Credit Agreement. All section references in this Schedule 1 refer to sections of the Credit Agreement.
First Lien Net Leverage Ratio. Except with the written consent of the Required Covenant Lenders, the Parent Borrower shall not permit the First Lien Net Leverage Ratio as of the last day of any fiscal quarter (commencing with the fiscal quarter ending December 31, 2015) to be greater than 4.00 to 1.00.
First Lien Net Leverage Ratio. Except with the written consent of the Required Revolving Lenders, the Borrower will not permit the First Lien Net Leverage Ratio, calculated as of the last day of the most recent fiscal quarter of the Borrower for which financial statements were required to have been furnished to the Administrative Agent pursuant to Section 5.01 (commencing with the first full fiscal quarter ending after the Closing Date), to exceed 6.70:1.00. Notwithstanding the foregoing, this Section 6.12 shall be in effect (and shall only be in effect) when the sum of (A) the aggregate principal amount of Revolving Loans and (B) the Dollar Equivalent of all Letters of Credit (excluding cash collateralized Letters of Credit and undrawn Letters of Credit in an aggregate amount not to exceed $40,000,000), in each case, outstanding as of the last day of the most recent fiscal quarter of the Borrower for which financial statements were required to have been furnished to the Administrative Agent pursuant to Section 5.01, is greater than 30% of the Revolving Commitments.
First Lien Net Leverage Ratio. The Borrower shall not permit the First Lien Net Leverage Ratio (i) on the last day of any Fiscal Quarter (beginning with the first Fiscal Quarter ending immediately after the Sixth Amendment Effective Date) through and including the last day of the fifth (5th) Fiscal Quarter ending immediately after the Sixth Amendment Effective Date to exceed 4.75 to 1.00 and (ii) on the last day of the sixth (6th) Fiscal Quarter ending immediately after the Sixth Amendment Effective Date and the last day of each Fiscal Quarter thereafter to exceed 4.50 to 1.00; provided that the provisions of this Section 6.2 shall not be applicable with respect to the last day of any Fiscal Quarter if on such day the Revolving Credit Exposure of all Lenders (excluding LC Exposure with respect to Letters of Credit that have not been drawn upon or, if there has been a drawing with respect to a Letter of Credit, all reimbursement obligations due with respect thereto have been fully satisfied) is zero ($0).
First Lien Net Leverage Ratio. The Borrower shall not permit the First Lien Net Leverage Ratio (i) on the last day of any Fiscal Quarter (beginning with the first full Fiscal Quarter ending immediately after the Fourth Amendment Closing Date) through and including the last day of the seventh (7th) full Fiscal Quarter ending immediately after the Fourth Amendment Closing Date (or, upon consummation of the Taurus Acquisition, the seventh (7th) full Fiscal Quarter ending immediately after the date of the consummation of the Taurus Acquisition) to exceed 4.50 to 1.00 and (ii) on the last day of the eighth (8th) full Fiscal Quarter ending immediately after the Fourth Amendment Closing Date (or, upon consummation of the Taurus Acquisition, the eighth (8th) full Fiscal Quarter ending immediately after the date of consummation of the Taurus Acquisition) and the last day of each Fiscal Quarter thereafter to exceed 4.25 to 1.00; provided that the provisions of this Section 6.2 shall not be applicable with respect to the last day of any Fiscal Quarter if on such day the Revolving Credit Exposure of all Lenders (excluding LC Exposure with respect to Letters of Credit that have not been drawn upon or, if there has been a drawing with respect to a Letter of Credit, all reimbursement obligations due with respect thereto have been fully satisfied) is zero ($0).
First Lien Net Leverage Ratio. Commencing with the Test Period ending December 31, 2014, the Borrower shall not permit the First Lien Net Leverage Ratio on the last day of each Test Period to be greater than 8.25:1.00 if the aggregate outstanding principal amount of Revolving Loans (including Letters of Credit, but excluding (i) undrawn amounts under any Letters of Credit to the extent Cash Collateralized and (ii) undrawn amounts under any Letters of Credit in an aggregate face amount of up to $75,000,000) and/or Swing Line Loans exceeds (or exceeded) 30% of the then outstanding Revolving Commitments in effect on such date.
