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ITEM 1.01.
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Entry into a Material Definitive Agreement
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On September 23, 2020 (the “Closing Date”), Las Vegas Sands Corp. (the “Borrower”) entered into Amendment No. 1 to Revolving Credit Agreement (the “Amendment”) with the lenders party thereto and The Bank of Nova Scotia (“Scotiabank”), as administrative agent (in such capacity, the “Administrative Agent”) with respect to the Revolving Credit Agreement, dated as of August 9, 2019 (as in effect prior to the effectiveness of the Amendment, the “Existing Revolving Credit Agreement”), by and among the Borrower, the Administrative Agent and the lenders and issuing banks from time to time party thereto.
Pursuant to the Amendment, the Existing Revolving Credit Agreement was amended to (a) remove the requirement for the Borrower to maintain a maximum consolidated leverage ratio of 4.00:1.00 as of the last day of any fiscal quarter of the Company during the period commencing on October 31, 2020, through and including December 31, 2021 (such period, the “Relevant Period”); (b) include a requirement for the Borrower to maintain a minimum liquidity of $350 million as of the last day of each month during the Relevant Period; (c) include a requirement for the Borrower to deliver a liquidity certificate to the Administrative Agent within seven business days of the last day of each month during the Relevant Period; and (d) include a limitation on the Borrower’s ability to declare or pay any dividend or other distribution during the period commencing on the Closing Date, through and including December 31, 2021, unless liquidity is greater than $1.0 billion on a pro forma basis after giving effect to such dividend or distribution.
The foregoing summary of the Amendment is not complete and is qualified in its entirety by reference to the full and complete text of the Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.