Maximum Senior Secured Net Leverage Ratio. The Borrower will not permit the Senior Secured Net Leverage Ratio, determined as of the end of each of its fiscal quarters ending on and after September 30, 2015, to be greater than 2.75 to 1.00. Notwithstanding the foregoing, the Borrower shall be permitted (such permission, the “Acquisition Holiday”) in no event on more than two (2) occasions during the term of this Agreement to allow the maximum Senior Secured Net Leverage Ratio under this Section 6.11(a) to be increased (i) to 3.25 to 1.00 for a period of two consecutive fiscal quarters in connection with an Acquisition permitted hereunder occurring during the first of such two fiscal quarters (such fiscal quarters, the “Specified Quarters”) and (ii) to 3.00 to 1.00 for the two consecutive quarters immediately following the Specified Quarters, in each case, if the aggregate consideration paid or to be paid in respect of such Acquisition exceeds $200,000,000, so long as the Borrower is in compliance on a pro forma basis with the maximum Senior Secured Net Leverage Ratio of 3.25 to 1.00 on the closing date of such Acquisition immediately after giving effect (including pro forma effect) to such Acquisition; provided that (x) the Borrower shall provide notice in writing to the Administrative Agent of such increase and a transaction description of such Acquisition (regarding the name of the Person or summary description of the assets being acquired and the approximate purchase price) and (y) at the end of such period of four consecutive fiscal quarters described above, the maximum Senior Secured Net Leverage Ratio permitted under this Section 6.11(a) shall revert to 2.75 to 1.00.
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Sources: Credit Agreement (Medivation, Inc.), Credit Agreement (Medivation, Inc.)