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Published on 7/19/2013 in the Prospect News Bank Loan Daily.

VeriFone amends credit agreement to change financial covenants

By Toni Weeks

San Luis Obispo, Calif., July 19 - VeriFone, Inc. entered into the second amendment to its credit agreement dated Dec. 28, 2011 on Friday to amend its terms and financial covenants, according to an 8-K filing with the Securities and Exchange Commission.

The amended agreement redefines the definition of "cash on hand" such that VeriFone may subtract up to $150 million of cash and cash equivalents in excess of $130 million rather than in excess of $200 million for the purpose of calculating the numerator for the total leverage ratio under the agreement.

In addition, the amendment changes the step-downs in the total leverage ratio financial maintenance covenant such that VeriFone may not exceed a total leverage ratio of 4.25 to 1.00 in any fiscal quarter ending prior to Nov. 1, 2012, 3.75 to 1.00 for any fiscal quarter ending prior to Nov. 1, 2014 and 3.50 to 1.00 for any fiscal quarter ending thereafter.

Prior to the amendment, the step-down of 3.75 to 1.00 to 3.50 to 1.00 was to apply to fiscal quarters ending after Nov. 1.

As a condition to effect the amendment, VeriFone prepaid $20 million on its term A loans and $50 million on its term B loans. Following these prepayments, the company had, as of Friday, outstanding borrowings under the credit agreement of $935 million in term A loans and $48.7 million in term B loans, the filing noted. VeriFone also had a $425.5 million revolving loan commitment, of which $180 million was outstanding on the same date.

Also as of Friday, the numerator for the calculation of the total leverage ratio under the credit agreement was about $1,015,000,000, which includes an adjustment to deduct $150 million of cash on hand.

JPMorgan Chase Bank, NA is the administrative agent for the facility. J.P. Morgan Securities LLC is the lead arranger for the amendment.

VeriFone is a San Jose, Calif.-based company that makes secure electronic payment equipment.


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