XRX Xerox Holdings Corporation

On March 24, 2022, Xerox Corporation (“Xerox Corp.”) and its parent company, Xerox Holdings Corporation (the “Company”), entered into Amendment No. 4 to Credit Agreement (the “Amendment”) with Citibank, N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto. The Amendment amended the Amended and Restated Credit Agreement, dated as of August 9, 2017 (the “Credit Agreement”), by and among Xerox Corp., the lenders party thereto from time to time, the Administrative Agent and other parties named therein. Among other things, the Amendment, which became effective on March 24, 2022, (i) reduced the aggregate amount of the revolving credit commitments under the Credit Agreement from $1.8 billion to $1.5 billion, and (ii) modified the financial covenants in the Credit Agreement to require that, during a specified covenant modification period (which began on January 1, 2022 and ends on the earlier of (a) June 30, 2022 and (b) the date on which Xerox Corp. delivers a written notice to the Administrative Agent electing to end such period (the “Covenant Modification Period”)), Xerox Corp. maintain unrestricted cash (as defined in the Amendment) at the end of each fiscal quarter in an amount not less than $500 million, and with respect to each fiscal quarter ending during the Covenant Modification Period, Xerox Corp. maintain a ratio of Net Debt for Borrowed Money (as defined in the Amendment) to consolidated EBITDA of not greater than 4.25:1.00, in lieu of the previously applicable 4.25:1.00 total debt for borrowed money to consolidated EBITDA ratio requirement.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the underlying agreement, which is filed as Exhibit 4.1 to this Current Report on incorporated herein by reference.

 

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