SUBSEQUENT EVENTS

9 Months Ended

Jun. 30, 2021

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS:

Amendments to the MGE Niagara Credit Facilities

On July 14, 2021, MGE Niagara entered into an amendment to the terms of its bank credit facilities pursuant to an Amended and Restated Credit Agreement with, among others, Bank of Montreal, as Administrative Agent, and the lenders party thereto (the “MGE Niagara Amended Credit Agreement”). Among other things, the amendments contained in the MGE Niagara Amended Credit Agreement provide for a revolving credit facility in the amount of up to 180.0 million Canadian dollars (the “MGE Niagara Revolving Facility”), a swingline facility in the amount of up to 20.0 million Canadian dollars (the “MGE Niagara Swingline Facility”) and a term loan facility in the amount of 90.0 million Canadian dollars. The MGE Niagara Amended Credit Agreement also reduced the Letter of Credit Sub-Limit under the MGE Niagara Revolving Facility to 45.0 million Canadian dollars from 100.0 million Canadian dollars. Availability under the MGE Niagara Revolving Facility and the MGE Niagara Swingline Facility will be determined based on Province of Ontario-approved gaming capacity levels as set forth in the MGE Niagara Amended Credit Agreement.

In addition, the Applicable Margin and Undrawn Fee (each as defined in the MGE Niagara Amended Credit Agreement) were adjusted to provide for an additional pricing level, commencing from the closing date of the MGE Niagara Amended Credit Agreement until the end of the Initial Retesting Quarter (as defined in the MGE Niagara Amended Credit Agreement), which Initial Retesting Quarter commences with the first full fiscal quarter where gaming capacity is equal to or greater than 50% for the entirety of such fiscal quarter, or during any voluntary or involuntary closing period, as follows: (i) Bankers’ Acceptances, Letters of Credit, LIBOR Loans and CDOR Loans equal to 500 basis points, (ii) Prime Rate Loans and USBR Loans equal to 350 basis points and (iii) Undrawn Fee equal to 125 basis points.

The MGE Niagara Amended Credit Agreement also amended the financial maintenance covenants applicable to MGE Niagara as follows: (i) during any Closure Period (as defined in the MGE Niagara Amended Credit Agreement), (a) minimum weekly liquidity in the amount of 12.5 million Canadian dollars and (b) minimum monthly contractual payments from the Ontario Lottery and Gaming Corporation in the amount of 3.75 million Canadian dollars; (ii) after a reopening of the MGE Niagara Resorts, minimum liquidity in the amount of 15.0 million Canadian dollars, tested weekly until such time as the MGE Niagara Resorts have been open for twelve consecutive months, and then monthly for an additional six months thereafter; (iii) commencing with the first full month after the 50% Gaming Capacity Start Date (as defined in the MGE Niagara Amended Credit Agreement), until a trailing twelve-month test is achieved (annualized as provided under the terms of the MGE Niagara Amended Credit Agreement), minimum monthly Fixed Charge Coverage Ratio (as defined in the MGE Niagara Amended Credit Agreement) of not less than 1.10:1.00 (once testing of four consecutive fiscal quarters is achieved without any closure of the MGE Niagara Resorts, such covenant to be tested quarterly); and (iv) commencing with the Initial Retesting Quarter, maximum Total Leverage Ratio (as defined in the MGE Niagara Amended Credit Agreement) tested quarterly and determined on a consolidated trailing twelve-month basis (annualized as provided under the terms of the MGE Niagara Amended Credit Agreement) initially set at 5.00:1.00, then stepping down to 4.50:1.00 commencing with the fiscal quarter ending March 31, 2023 and 4.00:1.00 commencing with the fiscal quarter ending March 31, 2024.

Finally, the MGE Niagara Amended Credit Agreement restricts Permitted Management and Consulting Fees and other Distributions (as defined in the MGE Niagara Amended Credit Agreement) to those permitted by lender consent until (i) the completion of four consecutive fiscal quarters demonstrating compliance with the maximum Total Leverage Ratio (as defined in the MGE Niagara Amended Credit Agreement) and (ii) a Total Leverage Ratio (as defined in the MGE Niagara Amended Credit Agreement) of less than 3.00:1.00 for the two most recent consecutive fiscal quarters.