| Limitation on Investments in Affiliates · Negative Covenant | No Investments in Borrowers or Affiliates without prior written consent of Majority Lenders (not to be unreasonably withheld); ordinary course capital markets investments permitted | | source ↗ |
| Limitation on Mergers and Asset Sales · Negative Covenant | No merger, consolidation, or sale of all or substantially all assets; exceptions for mergers into Borrower where Borrower survives and no Default/Event of Default | | source ↗ |
| Limitation on Line of Business · Negative Covenant | No new businesses outside of businesses engaged in as of Closing Date or reasonably related thereto | | source ↗ |
| Equity Cure Right · Financial Maintenance | Equity cure permitted up to 5 times over term; at least 2 of every 4 fiscal quarters must not use cure; cure amount limited to amount needed for compliance | | source ↗ |
| MHCB Minimum Hold Requirement · Other | MHCB must hold at least 66.6% of aggregate Commitments unless Borrowers separately agree in writing to a lower amount | | source ↗ |
| Category I Borrowing Concentration Limit · Concentration | Not to exceed 40% of Aggregate Facility Amount; TCG SF sublimit of $10,000,000 (subject to exceptions for Subordinated FINRA Loans) | loose 40% vs concentration median 7.5% (n=40) | source ↗ |
| Cross-Default / Cross-Acceleration · Event of Default | Event of Default if any Material Indebtedness (≥$25,000,000) fails to be paid when due or is accelerated | tight $25m vs event of default median $125m (n=62) | source ↗ |
| Facility Fee · Fee | 0.30% per annum on entire Aggregate Facility Amount (irrespective of usage), payable quarterly | market 0.3% vs fee median 0.25% (n=19) | source ↗ |
| Limitation on Affiliate Transactions · Negative Covenant | No affiliate transactions >$10,000,000 unless on arm's-length terms and otherwise permitted | tight $10m vs negative covenant median $137.5m (n=56) | source ↗ |
| Limitation on Liens · Negative Covenant | No Liens except Permitted Liens and other specified exceptions; additional Liens basket capped at $15,000,000 | tight $15m vs negative covenant median $137.5m (n=56) | source ↗ |
| Limitation on Restricted Payments · Negative Covenant | No Restricted Payments unless no Default/Event of Default and Debt to Equity Ratio ≤ 7.00:1.00 pro forma | loose 7x vs basket median 4x (n=54) | source ↗ |
| Debt to Equity Ratio – Condition to Incurrence of Indebtedness · Incurrence | Less than or equal to 7.00 to 1.00 after giving pro forma effect to incurrence | loose 7x vs leverage median 4x (n=99) | source ↗ |
| Letter of Credit Fronting Fee · Fee | 0.125% per annum on average daily available amount of each Letter of Credit, payable quarterly | tight 0.125% vs fee median 0.25% (n=19) | source ↗ |
| Maximum Debt to Equity Ratio · Financial Maintenance | 7.00 to 1.00 at any time | loose 7x vs leverage median 4x (n=99) | source ↗ |
| Debt to Equity Ratio – Condition to Borrowing · Financial Maintenance | Less than or equal to 7.00 to 1.00 after giving pro forma effect to any Borrowing or issuance | loose 7x vs leverage median 4x (n=99) | source ↗ |
| Debt to Equity Ratio – Designated Entity Designation · Incurrence | Less than or equal to 7.00 to 1.00 after giving pro forma effect to designation | loose 7x vs leverage median 4x (n=99) | source ↗ |
| Debt to Equity Ratio – Condition to Restricted Payments · Restricted Payments | Less than or equal to 7.00 to 1.00 after giving pro forma effect to dividend | loose 7x vs leverage median 4x (n=99) | source ↗ |
| Use of Proceeds – Investments in Designated Entities · Negative Covenant | No more than $50,000,000 of aggregate outstanding Commitments may be used to make Investments in Designated Entities that are not Subsidiaries | market $50m vs negative covenant median $137.5m (n=56) | source ↗ |
| Limitation on Subordinated Debt Prepayments · Negative Covenant | No prepayment of Subordinated Indebtedness unless no Default/Event of Default and Debt to Equity Ratio ≤ 7.00:1.00 pro forma | loose 7x vs negative covenant median 4x (n=26) | source ↗ |
