Incredimail 2011 Annual Report Download - page 133
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Schedule A – Financial Covenants
To: Bank Leumi le-Israel B.M.
Date: September 6,
2011
Dear Sirs,
Whereas as one of the conditions for the granting of loans, credit facility as set forth in the attached Commitment letter or other banking services and receiving various
undertakings and guarantees from us, to the undersigned IncrediMail Ltd . (hereinafter: the " Company
"), you have requested that we issue this document and we
have agreed to do so;
Now therefore we hereby declare and undertake as follows:
We agree that the granting and maintaining of loans hall be subject to the Company fulfilling the following Financial Covenants (as defined below) at all times:
Leverage (Capital Structure)
Profit Ratios
In this clause, the following words and expressions shall have the following meanings:
"Consumer Price Index " – the Consumer Price Index as published by the Israeli Central Bureau of Statistics.
"Debt" – the aggregate amount of all of the debts and/or obligations of the Company to any Financial Institution in respect of loans, credit facilities, and
guarantees including without limitation any obligations of the Company in connection with any corporate guarantees granted by the Company to any Financial
Institution as security for any debt of third parties and/or its subsidiaries and/or any obligations of the Company in connection with any bank guarantees issued
by any Financial Institution, at the request of and upon the liability of the Company, to a third party as security for any debt created by the Company and/or its
subsidiaries provided that Debt shall not include debts or obligations of the Company in respect of any hedging transactions save for debts resulting from
hedging transactions that have been terminated.
1.
Financial Covenants
1.1
The Company's aggregate amount of non pledged cash in its funds, as reflected in its quarterly Financial Reports, shall at all time be no less than
37.5% of the then aggregate outstanding Debt and obligations of the Company to all Financial Institutions.
1.2
The Company's Debt to EBITDA ratio, on a quarterly basis, shall not exceed, at all times, 3.5;
1.3
The Company's EBITDA, on an annual basis, shall not, at any time, be less than 8 Million USD, excluding the Company's EBITDA for the first and
the second quarter of 2012, which then shall not be less than 6.6 Million USD.
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