Kind 10-Q Quest Reference Holding Corp. Revolving Credit Facility

Kind 10-Q Quest Reference Holding Corp. Revolving Credit Facility

Sydney [Sections 13 or 15(d)]

6. Notes Payable

Rotating Credit Score Rating Establishment

On August 5, 2020, QRHC and specific of their home-based subsidiaries inserted into a Loan, safety and Guaranty arrangement (the “BBVA Loan Agreement”) with BBVA USA, as a lender, and also as administrative agent, security representative, and issuing bank, which offers for a credit score rating facility (the “ABL Facility”) comprising the following:

An asset-based revolving credit facility in the optimal principal quantity of $15.0 million with a sublimit for issuance of letters of credit score rating all the way to 10per cent of this max primary number of the revolving credit facility. Each financing under the rotating credit score rating facility carries interest, at consumers’ option, at either the beds base price, in addition to the relevant Margin, and/or LIBOR credit rates your Interest duration essentially, and the relevant Margin, in each instance as identified for the BBVA Loan Agreement. The readiness big date of this revolving credit score rating establishment is August 5, 2025. The revolving credit facility have an accordion ability permitting the revolving credit score rating facility becoming enhanced by around ten dollars million.

a gear loan center inside maximum major quantity of $2.0 million. Financing under the gear mortgage center might be required at any time until August 5, 2023. Each mortgage according to the gear financing center contains interest, on individuals’ solution, at either the bottom price, plus 1.75%, or the LIBOR Lending rates for the Interest Period in effect, plus 2.75per cent. The maturity day on the machines mortgage facility is actually August 5, 2025.

Certain of QRHC’s home-based subsidiaries are consumers in BBVA financing Agreement. QRHC and one of its domestic subsidiaries include guarantors within the BBVA Loan Agreement. As safety for all the requirements with the consumers in BBVA financing arrangement, (i) the individuals underneath the BBVA mortgage Agreement posses awarded a primary top priority lien on considerably their physical and intangible personal belongings, such as a pledge in the funds inventory and account passion, as appropriate, of certain of QRHC’s direct and indirect subsidiaries, and (ii) the guarantors within the BBVA Loan arrangement has approved a first priority lien on the capital inventory and account appeal, as relevant, of certain of QRHC’s immediate and indirect residential subsidiaries.

The BBVA Loan arrangement contains certain monetary covenants, like a minimum fixed charge insurance ratio. Additionally, the BBVA mortgage Agreement have bad covenants limiting, among other things, added indebtedness, transactions with associates, extra liens, selling of property, returns, expenditures and improvements, prepayments of financial obligation, mergers and acquisitions, along with other question customarily restricted such contracts. The BBVA financing contract also contains traditional occasions of default, such as fees defaults, breaches of representations and warranties, covenant non-payments, activities of bankruptcy and insolvency, modification of regulation, and troubles of any guaranty or security document supporting the BBVA Loan contract to be in full power and influence. Upon the event of a meeting of standard, the outstanding duties according to the BBVA financing Agreement could be expidited and be instantly due and payable.

The ABL establishment contains interest, at our option, at either the Base Rate, as defined inside the BBVA financing Agreement, plus a margin starting from 0.75% to 1.25% (3.0per cent by Sep 30, 2020), or perhaps the LIBOR financing speed for interest stage in place, plus a margin starting from 1.75% to 2.25% (no borrowings as of September 30, 2020).

Regarding the the ABL Facility, we compensated BBVA United States Of America a fee of $50,000 and incurred more immediate outlay of approximately $166,877, which have been getting amortized across the life of the ABL Facility.

The BBVA mortgage arrangement changed our very own financing, Security and Guaranty contract, dated by February 24, 2017, with Citizens financial, state Association (the “Citizens financial loan Agreement”), which was paid down and ended successful August 5, 2020. We tape-recorded $167,964 in loss on extinguishment of financial obligation regarding the this financing termination, including the write-off of this unamortized part of loans issuance bills and charge right associated with the loan payoff.

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