FairPoint Communications 2009 Annual Report Download - page 77

Table of Contents
amendment to our Pre-petition Credit Facility (the "Pre-petition Credit Facility Amendment") under which, among other things, the administrative agent
resigned and was replaced by a new administrative agent. In addition, the resigning administrative agent's undrawn commitments under the Revolving
Credit Facility, totaling $30.0 million, were terminated and are no longer available to us.
The Revolving Credit Facility has a swingline subfacility in the amount of $10.0 million and a letter of credit subfacility in the amount of
$30.0 million, which allows for issuances of standby letters of credit for our account. Our Pre-petition Credit Facility also permits interest rate and
currency exchange swaps and similar arrangements that we may enter into with the lenders under our Pre-petition Credit Facility and/or their affiliates.
As of December 31, 2009, we had borrowed $150.0 million under the Revolving Credit Facility and letters of credit had been issued for
$18.6 million. Upon the event of default under the Pre-petition Credit Facility relating to the Chapter 11 Cases described herein, the commitments under
the Revolving Credit Facility were automatically terminated. Accordingly, as of December 31, 2009, no funds remained available under the Revolving
Credit Facility.
The Term Loan B Facility and the Delayed Draw Term Loan will mature in March 2015 and the Revolving Credit Facility and the Term Loan A
Facility will mature in March 2014. Each of the Term Loan A Facility, the Term Loan B Facility and the Delayed Draw Term Loan are repayable in
quarterly installments in the manner set forth in our Pre-petition Credit Facility.
Borrowings under our Pre-petition Credit Facility bear interest at variable interest rates. Interest rates for borrowings under our Pre-petition Credit
Facility are, at our option, for the Revolving Credit Facility and for the Term Loans at either (a) the Eurodollar rate, as defined in the Pre-petition Credit
Facility, plus an applicable margin or (b) the base rate, as defined in the Pre-petition Credit Facility, plus an applicable margin.
Our Pre-petition Credit Facility contains customary affirmative covenants and also contains negative covenants and restrictions, including, among
others, with respect to the redemption or repurchase of our other indebtedness, loans and investments, additional indebtedness, liens, capital
expenditures, changes in the nature of our business, mergers, acquisitions, asset sales and transactions with affiliates.
Scheduled amortization payments on our Pre-petition Credit Facility began in 2009. No principal payments are due on the Notes prior to their
maturity. As a result of the Chapter 11 Cases, we do not expect to make any additional principal or interest payments on our pre-petition debt.
For the year ended December 31, 2009, we repaid $8.4 million of principal under the Term Loan A Facility and $6.1 million of principal under the
Term Loan B Facility.
Prior to the filing of the Chapter 11 Cases, we failed to make principal and interest payments due under our Pre-petition Credit Facility on
September 30, 2009. The failure to make the principal payment on the due date and failure to make the interest payment within five days of the due date
constituted events of default under our Pre-petition Credit Facility. An event of default under our Pre-petition Credit Facility permits the lenders under
our Pre-petition Credit Facility to accelerate the maturity of the loans outstanding thereunder, seek foreclosure upon any collateral securing such loans
and terminate any remaining commitments to lend to us. The occurrence of an event of default under the Pre-petition Credit Facility constituted an event
of default under the Swaps. In addition, we failed to make payments due under the Swaps on September 30, 2009, which failure resulted in an event of
default under the Swaps upon the expiration of a three business day grace period.
In addition, as a result of the Restatement, we determined that we were not in compliance with the interest coverage ratio maintenance covenant and
the leverage ratio maintenance covenant under our Pre-petition Credit Facility for the measurement period ended June 30, 2009, which constituted an
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