Keysor-Roth Corp. Senior Debenture
1. List all the restrictions imposed on this debenture.
2. Identify all restrictions that are a function of accounting numbers.
3. List the accounting items that have been included in the accounting based restrictions. Indicate one accounting method change that would influence at least one of these accounting items.
Note: Here is a thought that might be useful while doing the assignments.
The main purpose of the Chrysler assignment is to think of the various factors that Chrysler may have considered before changing its inventory valuation method.
One of the factors might have been related to Chrysler's debt covenant. I have given you Keysor-Roth debt agreement to illustrate how debt covenants are typically structured. I did not give you Chrysler's debt agreement because it is very complex, though its basic structure is the same as that of Keysor Roth. Think whether Chrysler's choice of inventory valuation method might have been influenced by Chrysler's debt covenant.
Finally, do not worry about understanding all the terms used in the debt agreement. Just try to get a broad understanding of the restrictions imposed by a debt agreement.
4. Keysor-Roth Corp. senior debenture 8 3/4s, due 1996:
Rating - A2
OUTSTANDING - July 31, 1984. $11,714,000.
DATED - May 1, 1971. DUE - May 1, 1996
TRUSTEEE - Chemical Bank, NYC.
DENOMINATION - Fully registered. $1,000 and authorized multiples thereof debt.
Interchangeable without service charge.
CALLABLE - On at least 30 days' notice as a whole or in part beginning May 1, 1981, to each
Apr. 30, including as follows:
1988 .....102.50 1989 .....102.25 1990 .....102.00
1991 .....101.75 1992 .....101.50 1993 .....101.25
1994 .....100.75 1995 .....100.25 1996 .....100.00
Also callable for sinking fund (see below) at par.
SINKING FUND - Annually, each May 1, beginning in 1980, to retire debts, cash (or debt) equal to not less than $1,000.000 plus similar optional payments. Payments calculated to retire 80% of issue prior to maturity.
SECURITY - Not secured. Co. may cause outstanding debt, to be secured, equally and ratably with other debt as defined, by certain mortgages or liens.
ASSUMED - By Wickes Companies, Sept. 12, 1985.
DIVIDEND RESTRICTIONS - Co. may not pay cash dividends on or acquire capital stock if amount expended after May 1, 1971 on such payments and acquisitions plus converted into shares after May 1, 1971 would exceed sum of (i) consolidated net income earned after June 30, 1970, plus (ii) $25,000,000.
ADDITIONAL DEBT - Neither Co. nor consolidated subsidiary may incur debt unless consolidated net working capital of Co. and subsidiaries would be at least equal to 100% of long-term debt. Neither Co. nor subsidiary may incur any additional senior long-term debt unless immediately thereafter consolidated net tangible assets of Co. and subsidiaries would be at least equal to 250% of senior long-term debt.
INDENTURE MODIFICATION - Indenture may be modified, except as provided, with consent of 66 2/5% of debt outstanding.
PURPOSE - Proceeds for working capital.
OFFERED - ($20,000,000) AT 100 (proceeds to Co., 98.875) on Apr.28, 1971 thru Hornblower & Weeks-Hemphill, Noyes and Associates.