General Motors 2010 Annual Report Download - page 191

GENERAL MOTORS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
ability to secure up to $2.0 billion of certain non-loan obligations that we may designate from time to time as additional pari passu
first lien obligations. Second-lien debt is generally allowed but second lien debt maturing prior to the final maturity date of the
secured revolving credit facility is limited to $3.0 billion in outstanding obligations.
Interest rates on obligations under the secured revolving credit facility are based on prevailing per annum interest rates for
Eurodollar loans or an alternative base rate plus an applicable margin, in each case, based upon the credit rating assigned to the debt
evidenced by the secured revolving credit facility.
The secured revolving credit facility contains representations, warranties and covenants customary for facilities of this nature,
including negative covenants restricting us and our subsidiary guarantors from incurring liens, consummating mergers or sales of
assets and incurring secured indebtedness, and restricting us from making restricted payments, in each case, subject to exceptions and
limitations. The secured revolving credit facility contains minimum liquidity covenants, which require us to maintain at least $4.0
billion in consolidated global liquidity and at least $2.0 billion in consolidated U.S. liquidity.
Events of default under the secured revolving credit facility include events of default customary for facilities of this nature
(including customary notice and/or grace periods, as applicable) such as:
• The failure to pay principal at the stated maturity, interest or any other amounts owed under the secured revolving credit
agreement or related documents;
• The failure of certain of our representations or warranties to be correct in all material respects;
• The failure to perform any term, covenant or agreement in the secured revolving credit agreement or related documents;
• The existence of certain judgments that are not vacated, discharged, stayed or bonded;
• Certain cross defaults or cross accelerations with certain other debt;
• Certain defaults under the Employee Retirement Income Security Act of 1974, as amended (ERISA);
• A change of control;
• Certain bankruptcy events; and
• The invalidation of the guarantees.
While the occurrence and continuance of an event of default will restrict our ability to borrow under the secured revolving credit
facility, the lenders will not be permitted to exercise rights or remedies against the collateral unless the obligations under the secured
revolving credit facility have been accelerated.
We incurred up-front fees, arrangement fees, and will incur ongoing commitment and other fees customary for a facility of this
nature.
UST Loans and UST Loan Agreement
Old GM received total proceeds of $19.8 billion ($15.8 billion subsequent to January 1, 2009, including $361 million under the
U.S. government sponsored warranty program) from the UST under the UST Loan Agreement entered into on December 31, 2008. In
connection with the Chapter 11 Proceedings, Old GM obtained additional funding of $33.3 billion from the UST and EDC under its
DIP Facility. From these proceeds, there was no deposit remaining in escrow at December 31, 2010.
On July 10, 2009 we entered into the UST Credit Agreement and assumed debt of $7.1 billion maturing on July 10, 2015 which Old
GM incurred under its DIP Facility. Immediately after entering into the UST Credit Agreement, we made a partial repayment due to
the termination of the U.S. government sponsored warranty program, reducing the UST Loans principal balance to $6.7 billion. In
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