| Interest Rate Hedging Requirement · Affirmative Covenant | Borrower must enter into interest rate swap contracts covering at least 50% of outstanding indebtedness for borrowed money (excluding revolver) plus Attributable Indebtedness under Capitalized Leases, for an initial period of no less than 3 years, within 60 days of closing | | source ↗ |
| Reporting – Quarterly Financial Statements · Affirmative Covenant | Unaudited consolidated financial statements within 45 days of end of each of the first three fiscal quarters | | source ↗ |
| Junior Indebtedness Prepayment Restriction · Negative Covenant | No prepayment of Junior Indebtedness (including Convertible Notes) prior to scheduled maturity except as permitted; Convertible Note repurchases permitted if Revolving Credit availability ≥ $50.0 million after giving effect; leverage-based builder basket at ≤2.50x | tight 2.5x vs negative covenant median 4x (n=26) | source ↗ |
| Disposition Restriction · Negative Covenant | General asset sale basket of $50.0 million book value per fiscal year; at least 75% of proceeds must be cash | loose 75% vs negative covenant median 20% (n=79) | source ↗ |
| General Indebtedness Basket · Negative Covenant | $30.0 million aggregate principal amount at any time outstanding | tight $30m vs basket median $300m (n=49) | source ↗ |
| Lien Restriction · Negative Covenant | No liens except Permitted Liens; basket for other liens capped at $30.0 million aggregate principal amount, with no extension to Collateral | tight $30m vs negative covenant median $137.5m (n=56) | source ↗ |
| Capital Expenditures Limitation · Negative Covenant | Annual cap of $275M (2011), $230M (2012), $245M (2013), $255M (2014–2016); carryover of unused amounts permitted to next fiscal year | market $275m vs negative covenant median $137.5m (n=56) | source ↗ |
