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The amount of Westar Energy’s first mortgage
bonds authorized by its Mortgage and Deed of Trust, dated July 1,
1939, as supplemented, is unlimited. The amount of KGE’s first mortgage
bonds authorized by the KGE Mortgage and Deed of Trust, dated April
1, 1940, as supplemented, is limited to a maximum of $2 billion,
unless amended. First mortgage bonds are secured by utility assets.
Amounts of additional bonds that may be issued are subject to property,
earnings and certain restrictive provisions of each mortgage. As
of December 31, 2002, $70.4 million principal amount of additional
first mortgage bonds could be issued under the most restrictive
provisions in Westar Energy’s mortgage, except in connection with
refundings. As of December 31, 2002, approximately $302.5 million
principal amount of additional KGE first mortgage bonds could be
issued under the most restrictive provisions in the mortgage.
Protection One Europe has recognized
as a financing transaction cash received through the sale of security
equipment and future cash flows to be received under security equipment
operating lease agreements with customers to a third-party financing
company.
The indentures governing all of Protection
One’s debt securities require that Protection One offer to repurchase
the securities in certain circumstances following a change of control.
Debt Covenants
Our debt financing agreements require,
among other restrictions, that we satisfy certain financial covenants.
These debt instruments contain restrictions based on EBITDA. The
definition of EBITDA varies among the various indentures. EBITDA
is generally derived by adding to income (loss) before income taxes,
the sum of interest expense and depreciation and amortization expense.
However, under the varying definitions of the indentures, additional
adjustments are required. A violation of these restrictions would
result in an event of default that would allow the lenders to declare
all amounts outstanding immediately due and payable. We are in compliance
with these covenants. The most restrictive of these covenants in
Westar Energy's debt instruments are as follows:
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Consolidated Leverage
Ratio: Consolidated total
debt to earnings before interest, taxes, depreciation and amortization
(EBITDA) for the most recent four consecutive quarters must
be less than 6.00 to 1.00 at December 31, 2002 and 5.75 to 1.00
each quarter thereafter until June 2005. At December 31, 2002,
our ratio was 5.13. |
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Consolidated Interest
Coverage Ratio: EBITDA
to consolidated interest expense for the most recent four consecutive
quarters must be greater than 2.00 to 1.00. At December 31,
2002, our ratio was 2.54. |
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Consolidated
Debt to Total Capital Ratio: Consolidated
total debt to consolidated total capital for the most recent
quarter must be less than 0.65 to 1.00. At December 31, 2002,
our ratio was 0.618.
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The indentures governing Protection One's
public indebtedness require it to satisfy certain financial covenants
in order to borrow additional funds. At December 31, 2002, Protection
One was in compliance with the covenants under its debt instruments.
The most restrictive of these covenants in Protection One's debt
instruments are as follows:
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Total Debt to
EBITDA Ratio: Total
debt to annualized EBITDA for the most recent quarter must
be less than 6.0 to 1.0. For the quarter ended December 31,
2002, the ratio was 4.0 to 1.0.
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EBITDA to Interest
Expense Ratio: EBITDA
to interest expense for the most recent quarter must be greater
than 2.25 to 1.0. For the quarter ended December 31, 2002,
the ratio was 3.1 to 1.0.
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Senior Debt to
EBITDA Ratio: Senior
debt to annualized EBITDA for the most recent quarter must
be less than 4.0 to 1.0. For the quarter ended December 31,
2002, the ratio was 2.9 to 1.0.
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The indentures contain other covenants
that impose operational restrictions on Protection One that are
not as burdensome to Protection One as those listed above, and none
are based on credit ratings. A violation of the indenture covenants
would result in an event of default that would allow the lenders
to declare all amounts outstanding immediately due and payable.
Following a change of control of Protection
One, its revolving credit facility provided by Westar Industries
becomes due in full. The holders of Protection One's senior subordinated
discount notes and convertible notes have an optional redemption
at approximately 101% of par, and holders of Protection One's senior
notes and senior subordinated notes have an optional redemption
at 101% of par if a change in control is coupled with two ratings
downgrades.
Maturities
Maturities of long-term debt as of December
31, 2002 are as follows:
(a)Includes $135 million
in debt for which funds have been irrevocably deposited with the bond
trustee to provide for repayment of an obligation.
(b)In
addition, we are required by a KCC order to reduce utility debt by
at least $100 million annually in each of the next two year
Our interest expense on long-term debt
was $229.5 million in 2002, $220.2 million in 2001 and $218.3 million
in 2000.
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