General Communication, Inc. (NYSE:GE) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

0

General Communication, Inc. (NYSE:GE) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item 2.03 – Creation of a Direct Financial Obligation or an
Obligation Under an Off-Balance Sheet Arrangement of a Registrant

On November 17, 2016, GCI, Inc. (Parent), a wholly owned
subsidiary of General Communication, Inc., and GCI Holdings, Inc.
(Borrower), a wholly owned subsidiary of the Parent, entered into
a Third Amendment and a Fourth Amendment to the Fourth Amended
and Restated Credit and Guarantee Agreement dated as of February
2, 2015 among the Borrower, the Parent, the subsidiary guarantors
party thereto, the lenders party thereto, Credit Agricole
Corporate and Investment Bank, as administrative agent, MUFG
Union Bank, N.A. and SunTrust Bank, as co-syndication agents, and
Bank of America, N.A., as documentation agent (Credit Agreement).
The amendments refinanced the credit facilities under the Credit
Agreement with new credit facilities (Amended Credit Facilities).
The Amended Credit Facilities include a $215 million Term Loan A,
a $245.875 million Term Loan B and a $200 million revolving
credit facility, with a $50 million sub-limit for standby letters
of credit. The borrowings under the Amended Credit Facilities
bear interest at either the alternate base rate or LIBOR (based
on an interest period selected by the Borrower of one month, two
months, three months or six months) at the Borrowers election in
each case plus a margin. The Term Loan A and revolving credit
facility borrowings that are alternate base rate loans bear
interest at a per annum rate equal to the alternate base rate
plus a margin that varies between 1.00% and 2.00% depending on
the Parents total leverage ratio. The Term Loan A and revolving
credit facility borrowings that are LIBOR loans bear interest at
a per annum rate equal to the applicable LIBOR plus a margin that
varies between 2.00% and 3.00% depending on the Parents total
leverage ratio. Term Loan B borrowings that are alternate base
rate loans bear interest at a per annum rate equal to the
alternate base rate plus a margin of 2.00%, subject to a floor on
the alternate base rate of 1.75%. Term Loan B borrowings that are
LIBOR loans bear interest at a per annum rate equal to the
applicable LIBOR plus a margin of 3.00%, subject to a floor on
LIBOR of 0.75%.
The Term Loan A and the borrowings under the revolving credit
facility are scheduled to mature on November 17, 2021, and the
Term Loan B is scheduled to mature on February 2, 2022; provided
that, if the Parents 6 % Senior Notes due 2021 are not refinanced
by December 3, 2020, then all of the loans under the Amended
Credit Facilities become due on such date. Annual principal
payments are due on the Term Loan B equal to 1% of the original
principal amount. Through 2020, in certain situations, annual
principal payments equal to between 1.25% and 3.75% of original
principal amount may become due on the Term Loan A. The loans are
subject to customary mandatory prepayment provisions. Certain
prepayments of the Term Loan B within the first six months
require payment of a 1% premium. Otherwise, each loan may be
prepaid at any time and from time to time without penalty other
than customary breakage costs. Any amounts prepaid on the
revolving credit facility may be reborrowed.
The payment and performance of the Borrowers obligations under
the Amended Credit Facilities are guaranteed by the Parent and
each of the Borrowers subsidiaries, other than certain excluded
subsidiaries, and are secured by security interests on
substantially all of the assets of the Borrower and the
subsidiary guarantors and a pledge of the Borrowers stock by the
Parent.
The Amended Credit Facilities contain certain affirmative and
negative covenants, including certain restrictions on the Parent,
the Borrower and their subsidiaries with respect to, among other
things: incurring additional indebtedness; creating liens on
property or assets; making certain loans or investments; selling
or disposing of assets or equity of subsidiaries; paying certain
dividends and other restricted payments; dissolving,
consolidating or merging; entering into certain transactions with
affiliates; entering into sale or leaseback transactions;
restricting subsidiary distributions; acquiring businesses;
prepaying certain indebtedness; amending certain material
agreements; entering into hedging
arrangements; and restricting the Parents interest coverage
ratio, total leverage ratio and senior leverage ratio.
The Term Loan A, Term Loan B and borrowing under the revolving
credit facility were used at closing to refinance loans under the
refinanced credit facilities. Future borrowings under the
revolving credit facility may be used for general corporate
purposes.
The foregoing description of the Amended Credit Facilities is
qualified by reference in its entirety to the copies of the
amendments to the Credit Agreement, which are filed with this
Current Report on Form 8-K as Exhibit 4.1 and Exhibit 4.2, and
are incorporated in this Item 2.03 by reference.
Item 9.01 – Exhibits
Exhibit
Number
Description
4.1
Third Amendment to the Fourth Amended and Restated
Credit Agreement dated as of November 17, 2016
4.2
Fourth Amendment to the Fourth Amended and Restated
Credit Agreement dated as of November 17, 2016


About General Communication, Inc. (NYSE:GE)

General Electric Company (GE) is a global digital industrial company. The Company’s products and services range from aircraft engines, power generation and oil and gas production equipment to medical imaging, financing and industrial products. Its segments include Power segment offers products and services related to energy production and water reuse; Renewable Energy segment offers renewable power sources; Oil & Gas offers drilling, completion, production and oil field operation; Energy Management offers technologies to electrical power; Aviation designs and produces commercial and military aircraft engines, integrated digital components and mechanical aircraft systems; Healthcare provides essential healthcare technologies; Transportation is a supplier to the railroad, mining, marine, stationary power and drilling industries; Appliances & Lighting offers appliances and a subset of lighting products, and Capital offers continuing financial services businesses and products.

General Communication, Inc. (NYSE:GE) Recent Trading Information

General Communication, Inc. (NYSE:GE) closed its last trading session up +0.31 at 31.18 with 27,721,315 shares trading hands.