What restrictions are placed on Baymont Inn Suites and its subsidiaries regarding granting liens, incurring indebtedness, selling assets, making investments, engaging in acquisitions, mergers, or consolidations, and paying dividends under the Credit Facilities?
Baymont_Inn_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
The revolving credit facility and term loans (the "Credit Facilities") are guaranteed, jointly and severally, by certain of the Company's wholly-owned domestic subsidiaries and secured by a first-priority security interest in substantially all of the assets of the Company and those subsidiaries. The Credit Facilities were initially guaranteed by former Parent, which guarantee was released immediately prior to the consummation of the spin-off. The Credit Facilities contain customary covenants that, among other things, restrict, subject to certain exceptions, the Company and its restricted subsidiaries' ability to grant liens on the Company and its restricted subsidiaries' assets, incur indebtedness, sell assets, make investments, engage in acquisitions, mergers or consolidations and pay certain dividends and other restricted payments. The Credit Facilities require the Company to comply with financial maintenance covenants to be tested quarterly, consisting of a maximum first-lien leverage ratio.
The Credit Facilities also contain certain customary events of default, including, but not limited to: (i) failure to pay principal, interest, fees or other amounts under the Credit Facilities when due, taking into account any applicable grace period; (ii) any representation or warranty proving to have been incorrect in any material respect when made; (iii) failure to perform or observe covenants or other terms of the Credit Facilities subject to certain grace periods; (iv) a cross-default and cross-acceleration with certain other material debt; (v) bankruptcy events; (vi) certain defaults under ERISA; and (vii) the invalidity or impairment of security interests.
Source: Item 23 — RECEIPTS (FDD pages 97–443)
What This Means (2025 FDD)
According to Baymont Inn Suites's 2025 Franchise Disclosure Document, the company and its subsidiaries face certain restrictions under their Credit Facilities. These restrictions, with some exceptions, limit their ability to grant liens on assets, incur debt, sell assets, make investments, engage in acquisitions, mergers, or consolidations, and pay certain dividends and other restricted payments. These limitations are standard covenants found in credit agreements.
The Credit Facilities also require Baymont Inn Suites to maintain specific financial ratios, which are tested quarterly, including a maximum first-lien leverage ratio. These covenants are designed to ensure the financial stability of the company and its ability to meet its debt obligations.
Furthermore, the Credit Facilities outline events that could trigger a default, such as failure to pay principal, interest, or fees when due, inaccuracies in representations or warranties, failure to comply with covenants, cross-defaults with other material debt, bankruptcy events, certain defaults under ERISA, and the invalidity or impairment of security interests. These provisions protect the lenders and give them recourse if Baymont Inn Suites fails to meet its obligations under the Credit Facilities.