TripAdvisor 2012 Annual Report Download - page 102

Total outstanding borrowings under the Credit Agreement consist of the following (in thousands):
December 31,
2012
Short-Term Debt:
Revolving Credit Facility ...................... $ —
Term Loan ................................. 40,000
Total Short-Term Borrowings ...................... $ 40,000
Long-Term Debt:
Term Loan ................................. $340,000
Total Long-Term Borrowings ...................... $340,000
The remaining future minimum principal payment obligations due under the Credit Agreement related to
our Term Loan is as follows (in thousands):
Year Ending December 31,
Payment
Amount
2013 ........................................ $ 40,000
2014 ........................................ $ 40,000
2015 ........................................ $ 40,000
2016 ........................................ $260,000
Total ............................................ $380,000
Prepayments
We may voluntarily repay any outstanding borrowing under the Credit Agreement at any time without
premium or penalty, other than customary breakage costs with respect to eurocurrency loans.
Guarantees
All obligations under the Credit Agreement are unconditionally guaranteed by us and each of our existing
and subsequently acquired or organized direct or indirect wholly-owned domestic and foreign restricted
subsidiaries, subject to certain exceptions for subsidiaries that are controlled foreign corporations, foreign
subsidiaries in jurisdictions where applicable law would otherwise be violated, and non-material subsidiaries.
Covenants
The Credit Agreement contains a number of covenants that, among other things, restrict our ability to: incur
additional indebtedness, create liens, enter into sale and leaseback transactions, engage in mergers or
consolidations, sell or transfer assets, pay dividends and distributions or repurchase our capital stock, make
investments, loans or advances, prepay certain subordinated indebtedness, make certain acquisitions, engage in
certain transactions with affiliates, amend material agreements governing certain subordinated indebtedness, and
change our fiscal year. The Credit Agreement also requires us to maintain a maximum leverage ratio and a
minimum cash interest coverage ratio, and contain certain customary affirmative covenants and events of default,
including a change of control. If an event of default occurs, the lenders under the Credit Agreement will be
entitled to take various actions, including the acceleration of all amounts due under Credit Agreement and all
actions permitted to be taken by a secured creditor.
As of December 31, 2012 we believe we are in compliance with all of our debt covenants.
The full text of the Credit Agreement is incorporated by reference in this Annual Report on Form 10-K as
Exhibit 4.2.
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