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SEC Filings
8-K
TERRAFORM POWER, INC. filed this Form 8-K on 10/17/2017
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(k)           other Investments in energy and infrastructure projects and renewable power projects and Persons (including, for the avoidance of doubt, Subsidiaries and Unrestricted Subsidiaries) engaged in designing, developing, constructing, operating and/or owning such projects, directly or indirectly; provided that (i) Borrower shall be in pro forma compliance with the financial covenant set forth in Section 6.7 as of the last day of the most recently ended Fiscal Quarter preceding the entry into definitive documentation in respect of such Investment for which financial statements are available, or (ii) if Borrower is not in pro forma compliance with each of the financial covenant set forth in Section 6.7 as of the last day of the most recently ended Fiscal Quarter preceding the entry into definitive documentation in respect of such Investment for which financial statements are available, then the effect of such Investment shall be to decrease the Leverage Ratio;

(l)            [Reserved];

(m)          any Investments received in compromise or resolution of (i) obligations of trade creditors or customers that were incurred in the ordinary course of business or (ii) litigation, arbitration or other disputes;

(n)           extensions of credit to (and guaranties to the benefit of) customers and suppliers in the ordinary course of business including advances to customers and suppliers that are recorded as accounts receivable, prepaid expenses or deposits on the balance sheet of Holdings and its Subsidiaries in the ordinary course of business;

(o)           guaranties of performance obligations made in the ordinary course of business;

(p)           loans or advances to officers and other employees of Holdings and its Subsidiaries made in the ordinary course of business not exceeding $5,000,000 in the aggregate at any time outstanding; and

(q)           other Investments in an aggregate amount not to exceed the greater of (x) $75,000,000 and (y) 2.00% of Consolidated Total Assets determined as of the last day of the Fiscal Quarter most recently ended.

Notwithstanding the foregoing, in no event shall any Credit Party permit any Investment which results in any Restricted Junior Payment not otherwise permitted under the terms of Section 6.4.

SECTION 6.7.        Financial Covenant.

(a)           [Reserved.]

(b)           Leverage Ratio.  Borrower shall not permit the Leverage Ratio as of the last day of any Fiscal Quarter, beginning with the Fiscal Quarter ending December 31, 2017, to exceed, (i) for the Fiscal Quarters ending December 31, 2017, March 31, 2018, June 30, 2018, September 30, 2018 and December 31, 2018, 6.50:1.00, (ii) for the Fiscal Quarters ending March 31, 2019, June 30, 2019, September 30, 2019 and December 31, 2019, 6.25:1.00, (iii) for the Fiscal Quarters ending March 31, 2020, June 30, 2020, September 30, 2020 and December 31, 2020, 5.75:1.00 and (iv) for any Fiscal Quarter ending after December 31, 2020, 5.50:1.00.

(c)           Pro Forma Compliance.  Notwithstanding anything herein to the contrary, pro forma compliance with the financial covenants set forth in this Section 6.7 for any period prior to the initial test period of such covenants shall be calculated assuming that the required Leverage Ratio is equal to the required Leverage Ratio for the Fiscal Quarter ending December 31, 2017.
 
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