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This excerpt taken from the GIS 10-Q filed Jan 6, 2005. 5.9 Portfolio Requirements. (a) Portfolio Requirements. The Company and, with respect to clause (iii) below, its Subsidiaries (on a consolidated basis) shall at all times comply with the requirements of this Section 5.9(a) (the “Portfolio Requirements”). (i) Asset Coverage. The (x) ratio of the aggregate Mark-to-Market Values of the Permitted Assets held by the Company to the aggregate Preferred Return Capital of the Class A Limited Members shall not, as of any given day, be less than 2:1 and (y) the ratio of the Portfolio Values (as determined pursuant to Section 5.9(b)) of the Permitted Assets held by the Company to the aggregate Preferred Return Capital of the Limited Members shall not, as of any given day, be less than 2:1. 70 (ii) Financial Assets. The aggregate Mark-to-Market Value of Specified Financial Assets held by the Company shall at all times be at least equal to the Specified Financial Investment Level at such time; provided that the aggregate Mark-to-Market Value of Specified Financial Assets (other than (i) Government Obligations and (ii) obligations issued or fully and unconditionally guaranteed by GMI) held by the Company that are obligations of or issued by any single issuer or any of its Affiliates shall not at any time exceed 5% of the aggregate Mark-to-Market Value of Specified Financial Assets held by the Company at such time. (iii) Cash Flow. The ratio of the Cash Flow of the Company and its Subsidiaries for the four most recent Fiscal Quarters to the Limited Member Preferred Return for the same four Fiscal Quarters shall not be less than 1.5:1. (iv) Profits. As of the end of each Fiscal Quarter, the ratio of (A) the Profits of the Company for the current Allocation Year to such date (calculated as if such date were the last day of the Allocation Year) to (B) the Limited Member Preferred Return for such period shall not be less than 1:1. (b) Determination of Portfolio Values. For purposes of this Section 5.9, the Managing Member shall determine a value (“Portfolio Value”) for each Permitted Asset held by the Company in a manner reasonably consistent with the Mark-to-Market Methodology set forth in Section 13.11. (c) Sale or Pledge of the Permitted Assets. Subject to the limitations set forth in Section 5.2, the Company and the Company’s Subsidiaries may sell or transfer Permitted Assets, or cause any Permitted Assets to be sold or transferred on its or their behalf, to the extent such sale or Transfer is permitted under the Transaction Documents and provided further that (i) the proceeds of such sale or Transfer are promptly reinvested in Permitted Assets and (ii) after giving effect to any such sale or Transfer the Portfolio Requirements shall be satisfied. |
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