UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 22, 2024 (the “Amendment Signing Date”), Frontier Communications Holdings, LLC (the “Borrower”), a subsidiary of Frontier Communications Parent, Inc., entered into an amendment (the “2024 Credit Agreement Amendment”) to the existing credit agreement that governs its senior secured credit facility with certain revolving credit lenders (the “Revolving Facility”). The 2024 Credit Agreement Amendment, among other things:
| 1. | increases the cap on the aggregate amount of certain additional obligations permitted to be outstanding, including first lien debt, securitization and receivables facilities, and non-loan party debt, from $2,500 million to $5,500 million; provided that at least 40% of the net available cash from the first $1,915 million in securitization and receivables facilities received after the Amendment Signing Date shall be applied to prepay the Borrower’s existing term loans and other applicable indebtedness, and 100% of the net available cash from securitization and receivables facilities in excess thereof (up to the cap of $5,500 million) shall be applied to prepay the Borrower’s existing term loans and other applicable indebtedness; |
| 2. | limits future securitizations and receivables facilities to assets located in Texas and/or Florida; and |
| 3. | amends the financial maintenance covenant for the benefit of the Revolving Facility by, commencing with the period ending June 30, 2024, (a) including outstanding securitization and receivables facilities in the calculation of indebtedness and (b) increasing the maximum first lien leverage ratio thereunder to 5.25:1.00, with a step-down to 4.75:1.00 commencing with the period ending March 31, 2027, and continuing thereafter. |
The effectiveness of the 2024 Credit Agreement Amendment is conditioned upon at least $400 million of net available cash from future securitization and receivables facilities being applied to prepay the Borrower’s existing term loans and other applicable indebtedness.
The foregoing description of the 2024 Credit Agreement Amendment is qualified in its entirety by reference to the full text of such amendment, a copy of which is filed as Exhibit 10.1, and is incorporated by reference herein.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits |
| Exhibit Number |
Description | |
| 10.1 | Amendment No. 5 to Amended and Restated Credit Agreement, dated as of May 22, 2024, 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). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FRONTIER COMMUNICATIONS PARENT, INC. | ||||||
| Date: May 23, 2024 | By: | /s/ Mark Nielsen | ||||
| Mark Nielsen | ||||||
| Executive Vice President, Chief Legal & Regulatory Officer | ||||||