Minimum Revenue. Borrower and its Subsidiaries shall have annual Revenue from sales of the Product (for each respective calendar year, the “Minimum Required Revenue”):
Minimum Revenue. On each date set forth below (a “Calculation Date”) under the heading “Calculation Date,” the Consolidated Net Revenue for the trailing twelve-month period ended on such Calculation Date shall not be less than the amount set forth opposite such Calculation Date: Calculation Date Net Revenue December 31, 2018 $ 11,337,000 March 31, 2019 $ 11,430,000 June 30, 2019 $ 10,822,000 September 30, 2019 $ 10,777,000 December 31, 2019 $ 10,836,000 March 31, 2020 $ 11,256,000 June 30, 2020 $ 12,112,000 September 30, 2020 $ 12,604,000 December 31, 2020 $ 14,117,000 March 31, 2021 $ 14,258,000 June 30, 2021 $ 14,435,000 September 30, 2021 $ 14,590,000 December 31, 2021 $ 14,823,000 March 31, 2022 $ 14,971,000 June 30, 2022 $ 15,157,000
Minimum Revenue. Borrower shall achieve net commercial revenues (inclusive of commercial product sales and royalties from commercial product sales, but, for the sake of clarity, exclusive of upfront or milestone payments from licensing agreements), measured in accordance with GAAP as of the last day of each fiscal quarter on a trailing year to date basis greater than or equal to the amounts set forth below. Fiscal Quarter Ending Minimum Revenue March 31, 2020 [***] June 30, 2020 [***] September 30, 2020 [***] December 31, 2020 [***] New minimum revenue levels for each fiscal quarter following the fiscal year ending December 31, 2020 be set by the mutual agreement of Borrower, Collateral Agent and the Lenders based on the projections delivered by Borrower to Collateral Agent and the Lenders pursuant to Section 6.2(a)(iii) hereof and pursuant to an amendment to this Agreement which Borrower hereby agrees to execute no later than February 28th of each year; provided that, in any case, the minimum revenue (as measured pursuant to the above) for the total fiscal year 2021 shall be greater than or equal to [***]. Such revenue projections shall be acceptable to Collateral Agent and the Lenders in their sole but reasonable discretion and in any case shall show year over year revenue growth (at a rate to be reasonably agreed) and it shall be an immediate Event of Default if Borrower, Collateral Agent and the Lenders (in each case acting reasonably) fail to enter into the aforementioned amendment on or prior to February 28th of each year.”
Minimum Revenue. For any quarterly measuring period where Borrower’s unrestricted cash and Cash Equivalents at Bank is (or, prior to January 15, 2021 unrestricted cash or Cash Equivalents at Bank or cash or Cash Equivalents otherwise subject to a Control Agreement in favor of Bank), for any day during the quarterly measuring period, less than Sixty Million Dollars ($60,000,000), Borrower shall achieve cumulative fiscal year consolidated revenue (measured in accordance with GAAP), tested quarterly as of the last day of such fiscal quarter, of not less than the following amounts with respect to the applicable measuring date: Fiscal Quarter Period Ending Minimum Cumulative Fiscal Year Consolidated Revenue December 31, 2020 [***] March 31, 2021 [***] June 30, 2021 [***] September 30, 2021 [***] December 31, 2021 [***] WEST\291919990.7 The required minimum cumulative fiscal year consolidated revenue covenant levels for the fiscal quarter measuring periods ending after December 31, 2021, shall be mutually agreed upon between Bank and Borrower; provided that such covenant levels, with respect to revenue for the cumulative fiscal year, shall be set to the greater of (a) ten percent (10%) year-over-year growth in comparison to the prior fiscal year or (b) seventy-five percent (75%) of the annual operating budget and projections delivered by Borrower to Bank in accordance with Section 6.3(e) hereof (and deemed acceptable to Bank in its sole but reasonable discretion). The new covenant levels shall be documented in an amendment to this Agreement to be entered into on or prior to March 15 of each calendar year, beginning with the 2022 calendar year. Borrower’s failure to cooperate with the Bank to enter into the amendment to this Agreement to reset such covenant levels shall be an immediate Event of Default hereunder.
Minimum Revenue. Obligors shall ensure that, as of the last day of each calendar month occurring between and including June 30, 2016 and the first date on which a Qualified IPO shall have occurred, the amount of Revenue received by Obligors from sales of Products, Co-Promote Products or line extensions (to the extent that such Products, Co-Promote Products or line extensions are listed on Schedule 7.05(d) of the Disclosure Schedule as in effect from time to time) during the twelve month period then completed, shall equal or exceed $20,000,000.