Cincinnati Bell 2014 Annual Report Download - page 13

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Table of Contents
Form 10-K Part I
Cincinnati Bell Inc.
The Corporate Credit Agreement and other indebtedness impose significant restrictions on the Company.
The Company’s debt instruments impose, and the terms of any future debt may impose, operating and other restrictions on the Company. These restrictions
affect, and in many respects limit or prohibit, among other things, the Company’s ability to:
incur additional indebtedness;
create liens;
make investments;
enter into transactions with affiliates;
sell assets;
guarantee indebtedness;
declare or pay dividends or other distributions to shareholders;
repurchase equity interests;
redeem debt that is junior in right of payment to such indebtedness;
enter into agreements that restrict dividends or other payments from subsidiaries;
issue or sell capital stock of certain of its subsidiaries; and
consolidate, merge, or transfer all or substantially all of its assets and the assets of its subsidiaries on a consolidated basis.
In addition, the Companys Corporate Credit Agreement and debt instruments include restrictive covenants that may materially limit the Company’s ability
to prepay debt and redeem preferred stock. The agreements governing the Corporate Credit Agreement also require the Company to achieve and maintain
compliance with specified financial ratios.
The restrictions contained in the terms of the Corporate Credit Agreement and its other debt instruments could:
limit the Companys ability to plan for or react to market conditions or meet capital needs or otherwise restrict the Company’s
activities or business plans; and
adversely affect the Company’s ability to finance its operations, strategic acquisitions, investments or alliances, or other capital needs,
or to engage in other business activities that would be in its interest.
A breach of any of the debt's restrictive covenants or the Company’s inability to comply with the required financial ratios would result in a default under
some or all of the debt agreements. During the occurrence and continuance of a default, lenders may elect to declare all outstanding borrowings, together with
accrued interest and other fees, to be immediately due and payable. Additionally, under the Corporate Credit Agreement, the lenders may elect not to provide
loans until such default is cured or waived. The Companys debt instruments also contain cross-acceleration provisions, which generally cause each
instrument to be subject to early repayment of outstanding principal and related interest upon a qualifying acceleration of any other debt instrument. Failure
to comply with these covenants, if not cured or waived, would limit the cash required to fund operations and its general obligations and could result in the
Company’s dissolution, bankruptcy, liquidation, or reorganization.
The Company depends on its Corporate Credit Agreement and Receivables Facility to provide for its short-term financing requirements in excess of
amounts generated by operations, and the availability of those funds may be reduced or limited.
The Company depends on the revolving credit facility under its Corporate Credit Agreement and Receivables Facility to provide for short-term financing
requirements in excess of amounts generated by operations.
As of December 31, 2014, the Company had no outstanding borrowings under the Corporate Credit Agreement's revolving credit facility, leaving $150.0
million in additional borrowing availability under this facility. The $150.0 million available under the Corporate Credit Agreement's revolving credit facility
is funded by various financial institutions. If one or more of these banks is not able to fulfill its funding obligations, the Company’s financial condition
would be adversely affected.
Effective with the sale of our 16.0 million partnership units to CyrusOne, Inc. on June 25, 2014 for $355.9 million, the amount available under the Corporate
Credit Agreement's revolving credit facility was reduced to $150.0 million from its original capacity of $200.0 million. In addition, the original revolving
commitments will be further reduced to $125.0 million on December 31, 2015.
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