Debt and Equity Issuances. During any period in which the Borrower has a senior unsecured (non-credit enhanced) long term debt rating from S&P of below BBB- and a senior unsecured (non-credit enhanced) long term debt rating from Xxxxx'x of below Baa3, immediately upon receipt by the Borrower or any Subsidiary of proceeds from any Debt or Equity Issuance (as defined below) the Borrower shall cause 50% of the net cash proceeds of such Debt or Equity Issuance to be applied as follows:
Debt and Equity Issuances. During any period in which the Borrower has a senior unsecured (non-credit enhanced) long term debt rating from S&P of below BBB- and a senior unsecured (non-credit enhanced) long term debt rating from Xxxxx'x of below Baa3, immediately upon receipt by the Borrower or any Subsidiary of proceeds from any Debt or Equity Issuance (as defined below) the Borrower shall prepay the principal amount of Revolving Loans outstanding under the Facilities in an aggregate amount equal to 50% of the net cash proceeds of such Debt or Equity Issuance. Such prepayment shall (A) be applied pro rata to the Facilities (to the extent of outstanding Revolving Loans under each Facility), (B) permanently reduce the Committed Amount (and the Commitments of the Lenders on a pro rata basis) on a Dollar for Dollar basis and (C) be accompanied by interest on the principal amount prepaid through the date of prepayment. For purposes hereof, "Debt or Equity Issuance" means the issuance by the Borrower or any of its Subsidiaries (to a Person other than the Borrower or any of its Subsidiaries) of (I) any Indebtedness for borrowed money in the form of publicly issued or privately placed bonds or other debt securities with a maturity of three years or greater or (II) any shares of capital stock or other equity securities. (c)
Debt and Equity Issuances. During any period in which the Borrower has a senior unsecured (non-credit enhanced) long term debt rating from S&P of below BBB- and a senior unsecured (non-credit enhanced) long term debt rating from Xxxxx'x of below Baa3, immediately upon receipt by the Borrower or any Subsidiary of proceeds from any Debt or Equity Issuance (as defined below) the Borrower shall cause 50% of the net cash proceeds of such Debt or Equity Issuance to be applied as follows: (A) to prepay the principal amount of any borrowings outstanding under the Facilities, with such prepayment applied pro rata to the Facilities (based on outstanding commitments thereunder) to the extent of outstanding borrowings under each Facility (it being understood that the aggregate amount of prepayments required to be made by the Borrower under both Facilities shall not exceed 50% of the net cash proceeds of such Debt or Equity Issuance); and
Debt and Equity Issuances. Immediately upon receipt by a Credit Party or any of its Subsidiaries of proceeds from (A) any Debt Issuance, the Loans shall be prepaid in an aggregate amount equal to one hundred percent (100%) of the Net Cash Proceeds of such Debt Issuance (such prepayment to be applied as set forth in clause (vi) below) or (B) any Equity Issuance, the Loans shall be prepaid in an aggregate amount equal to fifty percent (50%) of the Net Cash Proceeds of such Equity Issuance (such prepayment to be applied as set forth in clause (vi) below); provided, that any prepayment of the Term Loan B as a result of a mandatory prepayment under this
Debt and Equity Issuances. (A) Upon the incurrence or issuance by any Loan Party or any of its Subsidiaries of any Indebtedness (other than Indebtedness not for borrowed money expressly permitted to be incurred or issued pursuant to Section 7.02 and other than Indebtedness expressly permitted to be incurred or issued pursuant to Sections 7.02(b), (d), (h), and (j)(iii)), the Borrower shall prepay an aggregate principal amount of Loans equal to the excess (if any) of (1) 100% of all Net Cash Proceeds received therefrom less (2) any prepayment actually made pursuant to Section 2.05(b)(v)(A) of the Senior Credit Agreement, immediately upon receipt thereof by such Loan Party or such Subsidiary.
Debt and Equity Issuances. The Borrower shall make mandatory principal prepayments of the Loans in the manner set forth in clause (v) below (x) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from any Debt Issuance, other than any Debt Issuance permitted pursuant to Section 7.1 (other than Section 7.1(n)) and (y) in an amount equal to one hundred percent (100%) of the aggregate proceeds of any Cure Amount. Such prepayments shall be made within three (3) Business Days after the date of receipt of the Net Cash Proceeds of any such Debt Issuance or the proceeds of any such Cure Amount, as applicable.
Debt and Equity Issuances. Without limiting the obligation of the Borrower to obtain any required consent thereto of the Required Lenders, upon any issuance of any debt or equity securities by any Credit Party or any other member of the Parent Group (including any issuance of debt or equity securities by the Ultimate Parent in connection with the Parent Equity Restructuring) or any other incurrence of Indebtedness by any Credit Party or any other member of the Parent Group (other than (i) the incurrence of revolving credit loans pursuant to revolving credit commitments outstanding on the date of this Agreement under the PM&C Credit Agreement, (ii) the incurrence by any member of the PM&C Group of any "Permitted Seller Debt" or "Permitted Seller Subordinated Debt" as defined in the PM&C Credit Agreement, (iii) any Exemption-Eligible Equity Issuance, but only as to the Exempt Equity Proceeds thereof, (iv) the issuance of equity securities of the Parent in payment of a portion of the purchase consideration for an acquisition that constitutes a "Permitted Acquisition" as defined in the PM&C Credit Agreement, and (v) the incurrence of up to $11,000,000 in purchase money mortgage indebtedness for the Marlborough Acquisition), the Borrower shall prepay the Notes in an aggregate amount equal to 100% of the net cash proceeds of such issuance or incurrence, except any such net cash proceeds that have been applied to the mandatory prepayment (without right to reborrow) of Indebtedness outstanding under the PM&C Credit Agreement. In addition, if at any time any net cash proceeds from an Exemption-Eligible Equity Issuance cease to be Exempt Equity Proceeds pursuant to the provisions of clause (iii) in the definition of "Exemption-Eligible Equity Issuance", then the Borrower shall prepay the Notes in an aggregate amount equal to 100% of such net cash proceeds.
Debt and Equity Issuances. Immediately upon receipt by a Credit Party or any of its Subsidiaries of proceeds from (A) any Debt Issuance, the Loans shall be prepaid in an aggregate amount equal to one hundred percent (100%) of the Net Cash Proceeds of such Debt Issuance (such prepayment to be applied as set forth in clause (vi) below) or (B) any Equity Issuance, the Loans shall be prepaid in an aggregate amount equal to fifty percent (50%) of the Net Cash Proceeds of such Equity Issuance (such prepayment to be applied as set forth in clause (vi) below); provided, that any prepayment of the Term Loan B as a result of a mandatory prepayment under this Section 2.8(b)(iii) during the first year following the Closing Date shall be made at 101% of par, and thereafter shall be made at par.
Debt and Equity Issuances. (A) Except as otherwise provided with respect to Second Lien Note Proceeds in clause (B) below, upon the incurrence or issuance by any Loan Party or any of its Subsidiaries of any Indebtedness (other than (1) permitted Acquisition Debt, (2) other Indebtedness expressly permitted to be incurred or issued pursuant to Sections 7.02(a) through (i) and Sections 7.02(k) through (m) and (3) Indebtedness incurred pursuant to Section 7.02(j) the proceeds of which are substantially contemporaneously applied to refinance other Indebtedness in accordance with this Agreement), the Borrower shall prepay an aggregate principal amount of Term Loans equal to 100% of all Net Cash Proceeds received therefrom immediately upon receipt thereof by such Loan Party or such Subsidiary; provided, however, that with respect to Indebtedness incurred in accordance with Section 7.02, if the Consolidated Leverage Ratio (calculated on a Pro Forma Basis based on the most recently delivered BACK Compliance Certificate and financial statements delivered pursuant to Section 6.01(a) or (b)) is less than or equal to 3.50 to 1.0, no prepayment under this Section 2.05(b)(iv)(A) shall be required.
Debt and Equity Issuances. Upon the receipt by the Borrower after the Closing Date of the Net Cash Proceeds (x) of any Debt Issuance not permitted under Section 7.03 or (y) from the sale or issuance by the Borrower of any of its Equity Interests, in each case the Borrower shall, immediately upon the realization or receipt by the Borrower of such Net Cash Proceeds, prepay the Loans as hereafter provided in an aggregate amount equal to 100% of such Net Cash Proceeds.
