Other Information
−Removed: On May 7, 2020, the Company entered into amendments to its term loan facility and its revolving credit facility with Bank of America, N.A.
−Removed: as administrative agent, and the several lenders party thereto, in each case to increase the maximum leverage ratio covenant to 5.0x debt to last twelve months EBITDA for each of the three months periods ending June 30, September 30, and December 31, 2020 and 4.50x debt to last twelve months EBITDA for the three month period ended March 31, 2021.
−Removed: The amendments also provide that during any period in which the Company's leverage ratio exceeds 4.50x debt to last twelve months EBITDA (i) the company will be prohibited from consummating share repurchases, subject to limited exceptions, (ii) borrowings under the revolving credit facility will accrue interest at a per annum rate equal to, at the Company's election, either a LIBOR rate plus a margin of 1.25% or a base rate plus a margin of 0.25%, (iii) the term loan facility will accrue interest at a per annum rate equal to, at the Company's election, either a LIBOR rate plus a margin of 1.175% or a base rate plus a margin of 0.175%, and (iv) the facility fee that the Company is required to pay on the aggregate commitments under the revolving credit facility will be 0.25% per annum.
−Removed: The foregoing description does not purport to be complete and is qualified by reference to the full text of the amendments to the term loan credit agreement and the second amended and restated credit agreement, copies of which are filed as Exhibits 10.1 and 10.2, respectively.
+Added: 3.1* Amended and Restated By-laws of Laboratory Corporation of America Holdings (adopted and effective July 7, 2020).
10.1 Amendment No.
1 unchanged sentence
as administrative agent, and the lenders party thereto.
+Added: (incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on May 8, 2020).
10.2 Amendment No.
1, dated as of May 7, 2020, to the Second Amended and Restated Credit Agreement, dated September 15, 2017 (originally dated as of December 21, 2011), among the Company, Bank of America, N.A.
−Removed: as administrative agent, and the lenders party thereto.
−Removed: Certification by the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a)
+Added: as administrative agent, and the lenders party thereto (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed on May 8, 2020).
+Added: 31.1* Certification by the Chief Executive Certification by Certification by the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) pursuant to Rule 13a-14(a) or Rule 15d-14(a)
31.2* Certification by the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a)
1 unchanged sentence
Section 1350)
−Removed: Inline XBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
−Removed: Inline XBRL Taxonomy Extension Schema
−Removed: Inline XBRL Taxonomy Extension Calculation Linkbase
−Removed: Inline XBRL Taxonomy Extension Definition Linkbase
−Removed: Inline XBRL Taxonomy Extension Label Linkbase
−Removed: Inline XBRL Taxonomy Extension Presentation Linkbase
+Added: 101.INS* Inline XBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
+Added: 101.SCH* Inline XBRL Taxonomy Extension Schema
+Added: 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase
+Added: 101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase
+Added: 101.LAB* Inline XBRL Taxonomy Extension Label Linkbase
+Added: 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
6 unchanged sentences
Chief Financial Officer
+Added: July 31, 2020
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.