Metro PCS 2009 Annual Report Download - page 66

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result, we believe we may need to refinance all or a portion of our remaining existing indebtedness prior to its
maturity. Disruptions in the financial markets or the general amount of debt refinancings occurring at the same time
could make it more difficult to obtain debt or equity financing on reasonable terms or at all. We cannot assure you
that we will be able to service our debt or refinance any or all of our indebtedness on favorable or commercially
reasonable terms, or at all.
Our senior secured credit facility and the indentures governing our 9¼% senior notes include restrictive
covenants that limit our operating flexibility.
Our senior secured credit facility and indentures governing our 9¼% senior notes impose material operating and
financial restrictions on us. These restrictions, subject in certain cases to ordinary course of business and other
exceptions, may limit our ability to engage in some transactions, including the following:
• incurring additional debt;
• paying dividends, redeeming capital stock or making other restricted payments or investments;
• selling or buying assets, properties or licenses;
• developing assets, properties or licenses which we have or in the future may procure;
• creating liens on assets;
• participating in future FCC auctions of spectrum or private sales of spectrum;
• engaging in mergers, acquisitions, business combinations, or other transactions;
• merging, consolidating or disposing of assets;
• entering into transactions with affiliates; and
• placing restrictions on the ability of subsidiaries (other than Royal Street) to pay dividends or make other
payments.
Under the senior secured credit facility, we are also subject to financial maintenance covenants with respect to our
senior secured leverage and in certain circumstances total maximum consolidated leverage and certain minimum
fixed charge coverage ratios. These restrictions could limit our ability to obtain debt financing, repurchase stock,
refinance or pay principal on our outstanding debt, complete acquisitions for cash or debt or react to changes in our
operating environment or the economy. Any future debt that we incur may contain similar or more restrictive
covenants.
Any failure to comply with the restrictions of the senior secured credit facility or the indentures governing our
9¼% senior notes, or certain current and any subsequent financing agreements may result in an event of default
under these agreements, which in turn may result in defaults or acceleration of obligations under these agreements
and other agreements, giving our lenders the right to terminate any commitments they had made to provide us with
further funds and to require us to repay all amounts then outstanding.
Our substantial indebtedness could adversely affect our business, financial condition and operating results and
our senior creditors would have a prior secured claim to any collateral securing the debt owed to them.
Our ability to make payments on our debt and to fund operations and significant planned capital expenditures will
depend on our ability to generate cash in the future. Our ability to produce cash from operations is subject to a
number of risks, including:
• introduction of new products and services by us or our competitors or changes in service plans or pricing
by us or our competitors;
• our ability to maintain our current cost structure; and