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SEC Filings

10-Q
FIRST DATA CORP filed this Form 10-Q on 07/30/2018
Entire Document
 

Covenant Compliance
Under the senior secured revolving credit and term loan facilities, certain limitations, restrictions, and defaults could occur if we are not able to satisfy and remain in compliance with specified financial ratios. We have agreed that we will not permit the Consolidated Senior Secured Debt to Covenant EBITDA (both as defined in the agreement) Ratio for any 12 month period (last four fiscal quarters) to be greater than 6.00 to 1.00.
The breach of this covenant could result in a default under the senior secured revolving credit facility and the senior secured term loan credit facility and the lenders could elect to declare all amounts borrowed due and payable. Any such acceleration could also result in a default under the indentures for the senior secured notes, senior notes, and senior subordinated notes. As of June 30, 2018, we were in compliance with all applicable covenants, including our sole financial covenant with Consolidated Senior Secured Debt of $11.7 billion, Covenant EBITDA of $3.6 billion and a Ratio of 3.22 to 1.00.

The calculation of Covenant EBITDA under our senior secured facilities was as follows:
(in millions)
 
Last twelve
months ended
June 30, 2018
Net income attributable to First Data Corporation
 
$
1,686

Interest expense, net
 
932

Income tax benefit
 
(779
)
Depreciation and amortization
 
1,093

EBITDA
 
2,932

 
 
 

Loss on debt extinguishment
 
10

Stock-based compensation
 
257

Net income attributable to noncontrolling interests and redeemable noncontrolling interest
 
192

Projected near-term cost savings and revenue enhancements(a)
 
92

Restructuring, net
 
92

Non-operating foreign currency losses
 
(7
)
Investment gains
 

Equity entities taxes, depreciation and amortization(b)
 
14

Divestitures, net
 
(15
)
Other(c)
 
78

Covenant EBITDA
 
$
3,645

(a)
Reflects cost savings and revenue enhancements projected to be realized as a result of specific actions as if they were achieved on the first day of the period. Includes cost savings initiatives associated with the business optimization projects and other technology initiatives. We may not realize the anticipated cost savings pursuant to our anticipated timetable or at all.
(b)
Represents our proportional share of income taxes, depreciation, and amortization on equity method investments.
(c)
Includes items such as pension losses, litigation and regulatory settlements, impairments, deal and deal integration costs, and other as applicable to the period presented.
Off-Balance Sheet Arrangements
 
During the six months ended June 30, 2018, there were no material changes outside the ordinary course of business in our off-balance sheet arrangements from those reported as of December 31, 2017 in our Annual Report on Form 10-K for the year ended December 31, 2017.
Contractual Obligations
 
During the six months ended June 30, 2018, there were no material changes outside the ordinary course of business in our contractual obligations and commercial commitments from those reported as of December 31, 2017 in our Annual Report on Form 10-K for the year ended December 31, 2017.

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