June 30, 2017 Alithya Group Inc.
Exhibit 10.11
June 30, 2017
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Modification to the Credit facilities Agreement
Executed as of March 27, 2017 (including any and all prior modifications, the “Agreement”) agreed upon by Canadian Imperial Bank of Commerce (“CIBC”) and Alithya Group Inc. Alithya Consulting Inc., Systemware Innovation Corporation and Pro2p Services Conseils Inc. (the “Borrowers”).
Modifications: The Agreement is hereby modified as follows:
Under Covenants section of the Agreement, the text is modified as follows:
| From: | ||
| Financial covenants: - | The working capital ratio shall be at least 1.05: 1.0 at all times. This ratio will have to be 1.20: 1.0 as at March 31, 2017; | |
| The Senior Debt Ratio/EBITDA does not exceed: 3.50: 1.0 at all times. This ratio will have to be 3: 1 as at March 31, 2017; | ||
| All financial covenants will be calculated on a consolidated basis, taking into account the Borrower and its Subsidiaries, on a quarterly basis. EBITDA will be calculated based on the last 12 months. | ||
| To: | ||
| Financial covenants: - | The working capital ratio shall be at least 1.00: 1.0 at all times. This ratio will have to be 1.20: 1.0 as at March 31, 2018; | |
| The Senior Debt Ratio/EBITDA does not exceed: 3.50: 1.0 at all times. This ratio will have to be 3: 1 as at March 31, 2017; | ||
| All financial covenants will be calculated on a consolidated basis, taking into account the Borrower and its Subsidiaries, on a quarterly basis. EBITDA will be calculated based on the last 12 months. | ||
| It is also understood that at the time of calculation of the financial ratios, the Stocks base compensation would be considered in the calculation of the adjusted EBITDA. For clarification purposes, the adjusted EBITDA is then earnings before interest, taxes, depreciation, amortization and Stocks base compensation. | ||
Confirmation: The Agreement as hereby modified remains in full force.
CANADIAN IMPERIAL BANK OF COMMERCE
| /s/ ▇▇▇▇-Bébastien ▇▇▇▇▇ |
| Name: ▇▇▇▇-Bébastien ▇▇▇▇▇ |
| Title: Authorized Signatory |
| /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ |
| ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ |
| Title: Authorized Signatory |
Accepted on July 6, 2017
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We hereby acknowledge that we have read the this letter and agree to be bound by the terms and conditions present.
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
Alithya Consulting Inc.
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
Systemware Innovation Corporation
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
Pro2p Services Conseils Inc.
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
We hereby acknowledge that we have read the this letter and agree to be bound by the terms and conditions present.
Alithya Consulting SAS
(the “Guarantors”)
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
Alithya Consulting USA inc.
(the “Guarantors”)
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
(the “Guarantors”)
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
Alithya Consulting Inc.
(the “Guarantors”)
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
Systemware Innovation Corporation
(the “Guarantors”)
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary
Pro2p Services Conseils Inc.
(the “Guarantors”)
| /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇▇ |
| Title: President & CEO |
| /s/ ▇▇▇▇ ▇▇▇▇▇▇ |
| Name: ▇▇▇▇ ▇▇▇▇▇▇ |
Title: Vice President Legal Affairs and Secretary