Consummation of Initial Public Offering. Health Care Recoveries, Inc. shall have closed on the sale of its common stock in its initial public offering. As of the time immediately preceding the consummation of the initial public offering of stock of Health Care Recoveries, Inc., the Borrowers shall have had a Net Worth of at least $500,000.
Consummation of Initial Public Offering. On or prior to the earlier of (i) the Third Amendment Effective Date and (ii) November 1, 2005, Warner Music Group Corp. shall have consummated an initial public offering of its common stock generating cash proceeds of not less than $500,000,000.
Consummation of Initial Public Offering. The Initial Public Offering shall have been consummated.
Consummation of Initial Public Offering. The Initial Public --------------------------------------- Offering of the Common Stock of the Company will have been consummated.
Consummation of Initial Public Offering. There shall have occurred the initial public offering ("IPO") of Parent Common Stock.
Consummation of Initial Public Offering. There shall have occurred the initial public offering ("IPO") of Parent Common Stock. SECTION 8 NATURE AND SURVIVAL OF REPRESENTATIONS AND WARRANTIES; INDEMNIFICATION
Consummation of Initial Public Offering. Evidence that the Tweeter IPO has been completed in accordance with the terms and provisions of the Tweeter Registration Statement and Tweeter has received net proceeds from the Tweeter IPO of not less than $25,000,000.
Consummation of Initial Public Offering. The Company shall have consummated the IPO and shall have applied (or have made irrevocable arrangements for such application) the Net Cash Proceeds of the IPO in an aggregate amount of at least $70 million (excluding bonuses paid to management in connection with the IPO (and together with payroll taxes in respect thereof) in an aggregate amount not to exceed $19 million), either (x) to purchase and redeem the Senior Subordinated Notes in accordance with Section 3.03 of the Senior Subordinated Note Indenture, and otherwise in a manner reasonably satisfactory to the Administrative Agent or (y) to prepay permanently the Loans in accordance with the terms of the Credit Agreement.
Consummation of Initial Public Offering. Each of the following shall have occurred: (a) the consummation of the Initial Public Offering; (b) the receipt of a minimum amount of net cash proceeds from the Initial Public Offering of $66,960,000, which proceeds shall be used, among other things, to (i) prepay, redeem or repurchase in whole the Convertible Preferred Stock pursuant to the Notice of Redemption, and (ii) repay debt under the 2003 Credit Agreement; (c) the termination of the Management Agreements and the Officer Fees pursuant to the Termination Documents and copies of such Termination Documents shall have been delivered to the Administrative Agent and be in form and substance reasonably satisfactory to the Administrative Agent, and (d) receipt by the Administrative Agent of copies of the Warrant Documents, as in effect after giving effect to the transactions contemplated to occur in connection with the closing of the Initial Public Offering.
Consummation of Initial Public Offering. NewCo shall use its --------------------------------------- reasonable best efforts to consummate, on or before December 31, 1998, the initial public offering of shares of NewCo Common Stock, at a price per share not less than the lowest price in the filing range estimated by NewCo's lead underwriters in connection with the Form S-1 to be filed pursuant to Section 7.5, the lead underwriters for such initial public offering to be the lead underwriters designated in such Form S-1. NewCo will not consummate such initial public offering prior to the first date on which NewCo has published, within the meaning of applicable rules relating to pooling accounting, financial results covering at least 30 days of post-merger combined operations. The Members shall be offered the opportunity to register and sell up to $25,000,000 of their shares of NewCo Common Stock pursuant to such Form S-1, subject to and in accordance with the provisions of the Registration Agreement.
