Financing

Loan Covenant

A condition in a loan agreement that requires the borrower to maintain certain financial metrics or refrain from certain actions — violation gives the lender the right to call the loan or impose penalties.

Key Insight

A covenant is a promise you make to the lender at closing that you have to keep for the life of the loan. Breaching a covenant doesn't automatically mean default — but it gives the lender leverage, which is never a comfortable position for a borrower.

Types of Loan Covenants

Affirmative covenants — things you must do:

  • Maintain required insurance coverage
  • Provide annual financial statements to the lender
  • Notify the lender of material adverse changes
  • Maintain the business in good standing

Negative covenants — things you cannot do without lender approval:

  • Take on additional debt above a threshold
  • Make distributions to equity holders above a specified amount
  • Sell significant assets
  • Acquire other businesses

Financial covenants — metrics you must maintain:

  • Minimum DSCR (often 1.25x)
  • Maximum leverage ratio (total debt / EBITDA)
  • Minimum liquidity (current ratio or cash balance)

SBA Loans and Covenants

SBA 7(a) loans don't have standardized covenants — individual lenders impose their own. Common requirements include:

  • Annual reviewed or compiled financial statements
  • Notification of owner change
  • Prior lender approval for additional borrowing

Covenant Breach

When a borrower violates a covenant, the lender typically has the right to:

  1. Declare a default (accelerate the loan balance due)
  2. Impose a penalty rate
  3. Renegotiate terms

In practice, lenders often grant a waiver — especially for a first breach by an otherwise performing borrower. But a waiver usually comes with conditions attached.

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