TELEPHONE AND DATA SYSTEMS, INC. Item 1.01. Entry into a Material Definitive Agreement
On
The Revolving Credit Agreement provides TDS with a
The following briefly describes the terms of the Revolving Credit Agreement:
Borrowings under the Revolving Credit Agreement bear interest, at TDS' option,
either at a LIBOR rate (subject to customary LIBOR replacement protocols) or at
an alternative base rate, plus an applicable margin. TDS' interest costs under
the Revolving Credit Agreement are based on credit ratings from
The two financial covenants described below are included in the Revolving Credit Agreement:
1. Consolidated Interest Coverage Ratio (the ratio of Consolidated EBITDA to Consolidated Interest Charges) may not be less than 3.00 to 1.00 as of the end of any fiscal quarter.
2. Consolidated Leverage Ratio (the ratio of Consolidated Funded Indebtedness to Consolidated EBITDA) may not be greater than 3.25 to 1.00 as of the end of any fiscal quarter.
The Revolving Credit Agreement is unsecured, subject to certain limitations. Additionally, certain wholly-owned subsidiaries are guarantors under the Revolving Credit Agreement.
The Revolving Credit Agreement includes representations and warranties, covenants, events of default and other terms and conditions that are substantially similar to TDS' existing revolving credit agreement.
A Change in Control, as such term is defined in the Revolving Credit Agreement, of TDS would constitute a default and would enable the required lenders and the Administrative Agent to require all borrowings outstanding under the Revolving Credit Agreement to be repaid.
The continued availability of the Revolving Credit Agreement requires TDS to comply with certain negative and affirmative covenants, maintain the above financial ratios and provide representations on certain matters at the time of each borrowing.
Amounts under the Revolving Credit Agreement may be borrowed, repaid and reborrowed from time to time from and after the Effective Date until the maturity date. There are no outstanding borrowings under the Revolving Credit Agreement as of the Effective Date, except for letters of credit.
Amounts borrowed under the Revolving Credit Agreement will be due and payable in full on the fifth anniversary of the Effective Date.
The foregoing brief description is qualified by reference to the copy of the Revolving Credit Agreement attached hereto as Exhibit 4.1, which is incorporated herein by reference, and which identifies all the lenders thereto.
Some of the lenders and/or agents under the Revolving Credit Agreement and/or
their affiliates may have various relationships with TDS, its publicly-traded
subsidiary,
TDS Term Loan Agreement:
In connection with the TDS Revolving Credit Agreement, TDS entered into an
amendment dated
Also, on
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In connection with the
In reviewing the agreements included as exhibits to this report, please note that they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about TDS or the other parties to the agreements. Certain of the agreements contain representations and warranties by one or more of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:
• should not in any instance be treated as categorical statements of fact,
but rather as a way of allocating the risk to one of the parties if those
statements prove to be inaccurate;
• may have been qualified by disclosures that were made to the other party
in connection with the negotiation of the applicable agreement, which
disclosures are not necessarily reflected in the agreement;
• may apply standards of materiality in a way that is different from what
may be viewed as material to you or other investors; and
• were made only as of the date of the applicable agreement or such other
date or dates as may be specified in the agreement and are subject to more
recent developments.
Accordingly, these representations and warranties may not describe the actual
state of affairs as of the date they were made or at any other time. Additional
information about TDS may be found elsewhere in TDS'
Item 1.02. Termination of a Material Definitive Agreement
In connection with and as a condition of entering into the Revolving Credit
Agreement, on the Effective Date, TDS terminated its prior
Also, on
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The disclosure set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
Exhibit Number Description of Exhibits
4.1 Revolving Credit Agreement, among TDS, Wells Fargo National
Association, as administrative agent, and the other lenders
thereto, dated as of March 2, 2020 , including the form of
subsidiary Guaranty.
4.2 First Amendment to Term Loan Credit Agreement, among TDS,
CoBank, ACB as administrative agent, and the lenders thereto,
dated as of March 2, 2020 .
4.3 Revolving Credit Agreement, among U.S. Cellular, Toronto
Dominion (Texas) LLC , as administrative agent, and the other
lenders thereto, dated as of March 2, 2020 , including the form
of subsidiary Guaranty and Subordination Agreement, is hereby
incorporated by reference to Exhibit 4.1 to U.S. Cellular's
Current Report on Form 8-K dated March 2, 2020 .
4.4 Fourth Amendment to Amended and Restated Credit Agreement,
among U.S. Cellular, CoBank, ACB, as administrative agent, and
the other lenders thereto, dated as of March 2, 2020 , is hereby
incorporated by reference to Exhibit 4.2 to U.S. Cellular's
Current Report on Form 8-K dated March 2, 2020 .
104 Cover Page Interactive Data File - the cover page XBRL tags are
embedded within the Inline XBRL document.
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