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(Commission File Number)
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(IRS Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Item 1.01 |
Entry into a Material Definitive Agreement
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(1) |
with respect to certain lenders thereunder, extended the maturity date of the Revolving Facility to the earliest of (a) April 30, 2028, (b) 91 days prior to the maturity date of
the Issuer’s term loan facility, (c) unless such notes have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of the Issuer’s 5.875% First Lien Secured Notes due 2027, and (d) unless such notes
have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of the Issuer’s 5.000% First Lien Secured Notes due 2028;
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(2) |
amended the financial maintenance covenant for the benefit of the Revolving Facility by increasing the maximum first lien leverage ratio thereunder to 3.50:1.00, with step-downs to
(a) 3.25:1.00 in 2026 and (b) 3.00:1.00 in 2027 and continuing thereafter;
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(3) |
increased the maximum total net leverage ratio test for incurring certain additional debt (including junior and unsecured debt) to 4.50:1.00;
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(4) |
decreased the fixed dollar portion of the “free and clear” basket for incremental debt to $1,237.5 million;
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(5) |
provided for a combined “general” basket for restricted payments and investments set at $450.0 million, with a $400.0 million sub-limit for restricted payments (which would revert
to the existing baskets once first lien net leverage ratio is less than or equal to a specified level); and
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(6) |
added a combined cap of $2,500.0 million on the aggregate amount of certain additional obligations permitted to be outstanding, including certain first lien debt, certain
securitization and receivables facilities, and certain non-loan party debt.
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Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
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Item 9.01 |
Financial Statements and Exhibits
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Exhibit
Number
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Description
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Indenture, dated as of March 8, 2023, by and among Frontier Communications Holdings, LLC, the guarantors party thereto, the collateral grantor
party thereto, Wilmington Trust, National Association, as trustee and JPMorgan Chase Bank, N.A., as collateral agent.
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Form of 8.625% First Lien Secured Notes due 2031 (included in Exhibit 4.1 hereto).
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Amendment No. 3 to Amended and Restated Credit Agreement, dated as of March 8, 2023, by and among Frontier Communications Holdings, LLC, as
borrower, Frontier Video Services Inc., as grantor, the guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Goldman Sachs Bank USA, as revolver agent, and the additional lenders party thereto (in such capacities
indicated therein).
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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FRONTIER COMMUNICATIONS PARENT, INC.
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Date: March 8, 2023
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By:
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/s/ Mark D. Nielsen
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Mark D. Nielsen
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Executive Vice President, Chief Legal and
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Regulatory Officer
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