Attached files
| file | filename |
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| EX-99.1 - EXHIBIT 99.1 - WEX Inc. | a51854058ex99_1.htm |
| 8-K - WEX INC. 8-K - WEX Inc. | a51854058.htm |
Exhibit 99.2
Summary of Indicative Terms – Credit Facilities
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Borrower:
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WEX Inc. (the “Borrower”)
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Guarantors:
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Same as existing
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Security:
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Same as existing
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Facility:
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Approximately $720 million Revolving Credit Facility
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Approximately $435 million Term Loan A (1) |
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Maturity:
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July 1, 2023
(springing to 8/1/22 if 4.750% Senior Notes due 2/1/23 still outstanding at that time; springing to 4/1/23 if TLB due 7/1/23 still outstanding at that time)
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Pricing:
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Pricing Grid per Consolidated Leverage Ratio (net of max $350mm of Permitted Securitizations)
< 3.00x: 1.75% | 0.30%
≥ 3.00x: 2.00% | 0.40%
≥ 4.00x: 2.25% | 0.50%
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OID/Upfront Fees:
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Old Money: 10 bps | New Money: 25 bps
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Amortization:
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N/A
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5.00% per annum (Same as existing)
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Incremental:
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Sum of: (i) Greater of (a) $375 million and (b) 50% Consolidated EBITDA (2) and, (ii) < 4.0x Consolidated Secured Leverage Ratio
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Mandatory
Prepayments:
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N/A
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Same as existing
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Financial Covenant:
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Maximum Consolidated Leverage Ratio:
5.00x, stepping down to:
4.50x for 12/31/19 test period, stepping down to:
4.25x for 12/31/20 test period, stepping down to:
4.00x for 12/31/21 test period and thereafter
Allow for a permanent 0.5x step-up following a Specified Acquisition (require total leverage 0.25x inside covenant at signing)
Replace definition of “Specified Acquisition” with ≥ $300 million purchase price test
Minimum Interest Coverage Ratio: 3.00x
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Amendments:
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• Permit netting of unrestricted Corporate Cash of up to $125 million for the purposes of testing
the Consolidated Leverage Ratio for Pricing Grid and Financial Covenant • Add limited condition acquisition provisions for (1) Specified Acquisition and Financial Covenants and (2) all other provisions(2)
• Add provisions to avoid double counting if amounts are deposited to discharge senior notes(2)
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(1)
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Approximate amount.
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(2)
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This amendment will become effective when full requisite lender consent is obtained in the future.
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