Item 1.01. Entry Into a Material Definitive Agreement
On
The Credit Agreement makes available to the Borrowers three primary lines of
credit (collectively, the "Credit Facilities") subject to the terms and
conditions of the Credit Agreement, including a working capital revolving credit
facility of up to
The Credit Facilities are secured by all of the personal property of the applicable Canadian Borrowers as well as collateral specific to each Credit Facility, as described in the Credit Agreement.
The Credit Agreement includes financial and restrictive covenants typical of
such agreements, conditions to the Lender's obligations to make advances under
the Credit Agreement, including borrowing base requirements, and representations
and warranties by the Borrowers. Financial covenants include the requirements
that Borrowers on a consolidated basis maintain a fixed charge coverage ratio is
of not less than 1.20:1 and a leverage ratio of not more than 5.75:1. The
covenants restrict each of the Borrowers from, among other things, incurring
additional indebtedness, incurring liens, completing certain fundamental
corporate transactions, and exporting certain financed vehicles outside of
All indebtedness and liability of the Borrowers to the Lender become, at the Lender's option, on demand and otherwise immediately due and payable upon the occurrence of certain customary events set forth in the Credit Agreement, including payment defaults, breaches of the Credit Agreement and other related agreements, events of insolvency, adverse change occurs in the financial condition of any Borrower or any adverse change occurs in the environmental condition of any Borrower or its property.
A copy of the Credit Agreement is set forth as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
The description of the Credit Agreement in this report is only a summary and is qualified in its entirety by reference to the actual terms of the Credit Agreement.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information set forth above under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits Exhibit No. Description 10.1 Commitment Letter by The Bank of Nova Scotia.* 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
* Certain confidential and immaterial terms redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
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