Total Net First Lien Leverage Ratio definition
Total Net First Lien Leverage Ratio means, on any date, the ratio of (a) First Lien Debt as of such date to (b) EBITDA for the period of four consecutive fiscal quarters of the Company most recently ended as of such date, all determined on a consolidated basis in accordance with GAAP; provided, that EBITDA shall be determined for the relevant Test Period on a Pro Forma Basis.
Total Net First Lien Leverage Ratio as at the last day of any period, the ratio of (a) the excess of (i) Consolidated Total Debt on such day consisting of Indebtedness (x) constituting the Obligations, (y) that is secured by the Collateral on a pari passu basis with the Obligations or (z) that was incurred pursuant to Section 6.1(b)(ii) or Section 6.1(b)(vii) over (ii) an amount equal to the lesser of (I) $75,000,000 and (II) the sum of the (x) Unrestricted cash and Cash Equivalents, (y) cash and Cash Equivalents restricted in favor of the Administrative Agent and (z) of cash and Cash Equivalents restricted in favor of the ABL Agent, in each case of the Company Borrower and its Restricted Subsidiaries on such date, to (b) Consolidated EBITDA, calculated on a Pro Forma Basis for such period, and with such pro forma or scheduling adjustments to Consolidated Total Debt and Consolidated EBITDA as are appropriate and consistent with the pro forma or scheduling adjustment provisions set forth in the definition of “Fixed Charge Coverage Ratio”.
Total Net First Lien Leverage Ratio means, as at the last day of any Test Period, the ratio of (i) the excess of (x) Consolidated Total Debt that is secured on a first lien basis by a Lien on any property or asset of the Borrower or any Restricted Subsidiary over (y) Consolidated Total Cash to (ii) Consolidated CEBITDA, calculated on a Pro Forma Basis.
Examples of Total Net First Lien Leverage Ratio in a sentence
Notwithstanding the foregoing, after the Bridge Term Facility Maturity Date the Borrower may retain Net Proceeds pursuant to clause (b) of the definition thereof, provided, that the Total Net First Lien Leverage Ratio on the last day of the Borrower’s then most recently completed fiscal quarter for which financial statements are available shall be less than or equal to 2.00 to 1.00.
Permit the Total Net First Lien Leverage Ratio on the last day of any fiscal quarter (beginning with the fiscal quarter ended December 31, 2006) to exceed 3.25 to 1.00.
Notwithstanding the foregoing, the Borrower may retain Net Proceeds pursuant to clause (b) of the definition thereof, provided, that the Total Net First Lien Leverage Ratio on the last day of the Borrower’s then most recently completed fiscal quarter for which financial statements are available shall be less than or equal to 2.00 to 1.00.
Concurrently with any delivery of financial statements under Sections 5.04(a) or (b) of the Credit Agreement, the Borrower will deliver to the Administrative Agent a certificate signed by a Financial Officer of the Borrower setting forth the Borrower's Total Net First Lien Leverage Ratio as of the end of such fiscal quarter or year and the calculation thereof in reasonable detail (the "Compliance Certificate").
Commencing with the fiscal quarter ending September 30, 2006, permit the Total Net First Lien Leverage Ratio as of the end of any fiscal quarter to exceed 4.00 to 1.00.
More Definitions of Total Net First Lien Leverage Ratio
Total Net First Lien Leverage Ratio means, with respect to any Test Period, the ratio of (a) Consolidated First Lien Net Debt as of the last day of such Test Period to (b) Consolidated EBITDA of the Borrower and the Restricted Subsidiaries for such Test Period.
Total Net First Lien Leverage Ratio means on any date, the ratio of (a)(i) the aggregate principal amount of Consolidated Debt of the Borrower and its Subsidiaries outstanding as of the last day of the Test Period most recently ended as of such date that is then secured by Liens on Collateral that are pari passu with the Liens securing the obligations under the Term Loan Documents (and including, for purposes of this definition, the Indebtedness under the Loan Documents), less (ii) the lesser of (A) Unrestricted Cash as of the last day of such Test Period and (B) $10.0 million, to (b) EBITDA for such Test Period, all determined on a consolidated basis in accordance with GAAP; provided, that the Total Net First Lien Leverage Ratio shall be determined for the relevant Test Period on a Pro Forma Basis.
Total Net First Lien Leverage Ratio means, on any date, the ratio of (a) First Lien Debt as of such date to
Total Net First Lien Leverage Ratio means, on any date, the ratio of (a)(i) the sum of the aggregate principal amount of any Term Loan Obligations outstanding as of the last day of the Test Period most recently ended as of such date plus the aggregate principal amount of any other Consolidated Debt of the Borrower and its SubsidiariesCovenant Parties as of the last day of such Test Period that is (or, if any Term Loan Obligations were then outstanding, would have been) then secured by Liens on Collateral that are pari passu with the Liens securing such Term Loan Obligations (and including, for purposes of this definition, Indebtedness constituting ABL Obligations), less (ii) the lesser of (A) Unrestricted Cash as of the last day of such Test Period and (B) $10.0 million, to (b) EBITDA for such Test Period, all determined on a consolidated basisan Adjusted Consolidated Basis in accordance with GAAP; provided that the Total Net First Lien Leverage Ratio shall be determined for the relevant Test Period on a Pro Forma Basis.
Total Net First Lien Leverage Ratio means, with respect to any Test Period, the ratio of (a) Consolidated First Lien Net Debt as of the last day of such Test Period to (b) Consolidated EBITDA of Holdings and the Restricted Subsidiaries for such Test Period. “Total Net Leverage Ratio” means, with respect to any Test Period, the ratio of (a) Consolidated Net Debt as of the last day of such Test Period to (b) Consolidated EBITDA of Holdings and the Restricted Subsidiaries for such Test Period. “Total Net Secured Leverage Ratio” means, with respect to any Test Period, the ratio of (a) Consolidated Senior Secured NetTotal Debt as of the last day of such Test Period to (b) Consolidated EBITDA of Holdings and the Restricted Subsidiaries for such Test Period. “Total Outstandings” means the aggregate Outstanding Amount of all Loans and all L/C Obligations. “Trade Date” has the meaning specified in Section 10.07(b)(i)(B). “Transaction” means, collectively, (a) the Closing Date Refinancing, (b) the funding of the initial Revolving Credit Loans (if any), and the execution and delivery of the Loan Documents entered into, on the Closing Date, (c) the Solo Stove Earnout payment, (d) the consummation of any other transactions in connection with any of the foregoing and (e) the payment of the fees and expenses incurred in connection with any of the foregoing, including the Transaction Expenses. “Transaction Expenses” means any fees, premiums, expenses and other transaction costs incurred or paid by Holdings or any of its Subsidiaries, Summit Partners or the Co-Investors in connection with the Transaction (including to fund any OID and upfront fees), this Agreement and the other Loan Documents and the transactions contemplated hereby and thereby. “Type” means, with respect to a Loan, its character as a Base Rate Loan, a Term Benchmark Loan or a RFR Loan. “UK Financial Institution” means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms. “UK Resolution Authority” means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution. “Unad...
Total Net First Lien Leverage Ratio means, on any date, the ratio of (a) (i) the sum of the aggregate principal amount of any Initial Term Loans outstanding as of the last day of the Test Period most recently ended as of such date plus the aggregate principal amount of any other Consolidated Debt of the Borrower and its Subsidiaries as of the last day of such Test Period that is (or, if any Initial Term Loans were then outstanding, would have been) then secured by Liens on Collateral that are Other First Liens (in each case other than Excluded Transaction Debt) less (ii) the aggregate amount of Unrestricted Cash and unrestricted Permitted Investments of the Borrower and its Subsidiaries as of the last day of such Test Period to (b) EBITDA for the Test Period most recently ended as of such date, all determined on a consolidated basis in accordance with GAAP; provided that the Total Net First Lien Leverage Ratio shall be determined for the relevant Test Period on a Pro Forma Basis.
Total Net First Lien Leverage Ratio as at the last day of any period, the ratio of (a) the excess of (i) Consolidated Total Debt on such day consisting of Indebtedness (x) constituting the Obligations, (y) that is secured by the Collateral on a pari passu basis with the Obligations or (z) that was incurred pursuant to Section 6.1(b)(ii) or Section 6.1(b)(vii) over (ii) an amount equal to the sum of the (x) Unrestricted cash and Cash Equivalents, (y) cash and Cash Equivalents restricted in favor of the Administrative Agent and (z) of cash and Cash Equivalents restricted in favor of the ABL Agent, in each case of the Company Borrower and its Restricted Subsidiaries on such date, to (b) Consolidated EBITDA, calculated on a Pro Forma Basis for such period, and with such pro forma or scheduling adjustments to Consolidated Total Debt and Consolidated EBITDA as are appropriate and consistent with the pro forma or scheduling adjustment provisions set forth in the definition of “Fixed Charge Coverage Ratio”. “Total Net Leverage Ratio”: as at the last day of any period, the ratio of (a) the excess of (i) the amount of Consolidated Total Debt on such day over (ii) an amount equal to the sum of the (x) Unrestricted cash and Cash Equivalents, (y) cash and Cash Equivalents restricted in favor of the Administrative Agent and (z) of cash and Cash Equivalents restricted in favor of the ABL Agent, in each case of the Company Borrower and its Restricted Subsidiaries on such date, to (b) Consolidated EBITDA of the Company Borrower and its Restricted Subsidiaries, calculated on a Pro Forma Basis for such period, and with such pro forma or scheduling adjustments to Consolidated Total Debt and Consolidated EBITDA as are appropriate and consistent with the pro forma or scheduling adjustment provisions set forth in the definition of “Fixed Charge Coverage Ratio”. “Total Net Secured Leverage Ratio”: as at the last day of any period, the ratio of (a) the excess of (i) the amount of Consolidated Total Debt on such day consisting of Indebtedness (x) that is secured by the Collateral or (y) that was incurred pursuant to Section 6.1(b)(vii) over (ii) an amount equal to the sum of the (x) Unrestricted cash and Cash Equivalents, (y) cash and Cash Equivalents restricted in favor of the Administrative Agent and (z) of cash and Cash Equivalents restricted in favor of the ABL Agent, in each case of the Company Borrower and its Restricted Subsidiaries on such date, to (b) Consolidated EBITDA of the Company Borrower and its Restr...