Distributions; Redemptions. (a) None of the Credit Parties shall, nor shall they permit any of their Restricted Affiliates to, declare or pay any dividends or make any distribution of any kind on such Credit Party’s outstanding stock, or set aside any sum for such purposes (all of the foregoing, “Distributions”) except (i) to the extent that 100% of such Distributions are immediately applied to prepay the Obligations or (ii) Distributions from a Restricted Affiliate to another Restricted Affiliate so long as the Restricted Affiliate making such Distribution is a Wholly Owned Subsidiary of the Restricted Affiliate receiving such Distribution.
(b) None of the Credit Parties shall, nor shall they permit any of their Restricted Affiliates to, purchase, redeem, retire or otherwise acquire, directly or indirectly, or make any sinking fund payment with respect to, (i) any shares of any class of stock of any Credit Party now or hereafter outstanding or set apart any sum for any such purpose (each of the foregoing actions being referred to herein as a “Restricted Payment”) or (ii) any of the Senior Notes, other than (i) redemptions or repurchases with respect to employee option shares, (ii) redemptions or repurchases with respect to stock held by those with minority positions, (iii) the repurchase, redemption or other acquisition of capital stock of the Company (or options, warrants or other rights to acquire such capital stock) in exchange for, or out of the proceeds of a substantially concurrent offering of, shares of capital stock of the Company; (iv) payments or distributions to dissenting stockholders pursuant to applicable law, pursuant to or in connection with a consolidation, merger or transfer of assets that complies with the provisions of this Agreement; (v) the repurchase, redemption or other acquisition for value of capital stock of the Company to the extent necessary to prevent the loss or secure the renewal or reinstatement of any license or franchise held by the Company or any of its Subsidiaries from any governmental agency; (vi) payments or distributions to dissenting stockholders pursuant to applicable law, pursuant to or in connection with a consolidation, merger or transfer of assets that complies with the provisions of this Agreement applicable to mergers, consolidations and transfers of all or substantially all of the property and assets of the Company; (vii) redemptions pursuant to the exercise by the holders thereof of the “put” rights identified on Schedule 9.6 hereto...
Distributions; Redemptions. Borrower will not make any distribution or declare or pay any dividends (in cash or other property, other than Capital Stock) on, or purchase, acquire, redeem, or retire any of Borrower’s Capital Stock, of any class, whether now or hereafter outstanding; provided however, in the event no Default or Event of Default has occurred, and the payment of such dividend or distribution would not result in a Default or Event of Default, Borrower may, from time to time, pay and declare dividends and distributions to its shareholders, partners and members, as a result of the income generated by Borrower. Borrower will advise Bank in writing of its intent to make a dividend or distribution permitted at least ten (10) days prior to the payment of such dividend or distribution, and will provide Bank with such other information related thereto as Bank may request.
Distributions; Redemptions. Section 14.10 of the Loan Agreement is deleted in its entirety and replaced with the following:
Distributions; Redemptions. The Company shall not directly or indirectly (a) declare or pay any dividend or distribution to any equityholder of the Company, provided that the Company may declare or pay any dividend or distribution permitted under Sections 7.3(c) or (d) of the PDL Credit Agreement; or (b) redeem, purchase, retire or otherwise extinguish any shares of the Company’s capital stock or securities convertible into shares of the Company’s capital stock (except as required by any of the Transaction Documents), provided that the Company may repurchase outstanding shares of its capital stock pursuant to a stock repurchase program approved by the Board of Directors, including the Investor Designee, and provided, further, each such repurchase is in compliance with the Company’s covenants under the PDL Credit Agreement and any other Indebtedness.
e. The first paragraph of Section 6.12 (Equity Issuance) of the Purchase Agreement is hereby amended by inserting, immediately prior to the period (.) therein, a semi-colon (;) followed by the following proviso: and provided, further that the Company shall be permitted to issue, without requiring any such consent, (i) the PDL Warrant and (ii) the shares of Common Stock issuable upon exercise of the PDL Warrant
Distributions; Redemptions. (a) None of the Company or any Foreign Affiliate shall declare or pay any dividends or make any distribution of any kind on such Credit Party's outstanding stock, or set aside any sum for such purposes (all of the foregoing, "Distributions"), except that Nextel S.A. may declare or pay a dividend in favor of its shareholders so long as the aggregate amount of such dividend is transferred directly to the U.S. Receipt Account and is subject to the provisions of the Company Security Deposit Agreement.
(b) None of the Company or any Foreign Affiliate shall purchase, redeem, retire or otherwise acquire, directly or indirectly, or make any sinking fund payment with respect to, any shares of any class of stock of any Credit Party now or hereafter outstanding or set apart any sum for any such purpose, other than the repurchase or redemption by the Company of its Class B Common Stock pursuant to the Second paragraph of the Restated Articles of Incorporation of the Company as such provision exists of October 31, 1997 (the "Class B Redemption"); provided, that (i) in the event that the Company becomes so obligated to repurchase or redeem such Class B Common Stock, the Company shall promptly notify the Creditor of its receipt of a request of redemption from any holder of Class B Common Stock of the Company, (ii) prior to such Class B Redemption, Nextel International shall contribute additional equity in an amount equal to the redemption price of such shares being redeemed pursuant to the Class B Redemption and additional amounts necessary to maintain the financial covenants of the Company set forth in Section 8.17 hereof and the Company shall cause such amounts to be deposited in the U.S. Receipt Account, and (iii) no Default exists or shall occur as a result of the Class B Redemption. Nextel International's obligations in this subsection 9.06(b) shall survive until all of the Obligations hereunder and the other Credit Documents have been satisfied and this Agreement has terminated.
Distributions; Redemptions. Permit or allow, or permit or allow any Covered Person to, (a) declare or pay any dividends on any of its capital stock (other than stock dividends), (b) purchase or redeem any such stock or any warrants, options or other rights in respect of such stock, (c) make any other distribution to shareholders (other than the issuance of stock, or stock options in respect thereof, to directors, officers and employees pursuant to written incentive compensation plans), (d) prepay, purchase or redeem any subordinated Indebtedness or (e) set aside funds for any of the foregoing; provided, however, that (i) any Subsidiary may declare and pay dividends to Borrower or to a wholly-owned Subsidiary, and (ii) so long as there is no Existing Default and no Default or Event of Default is reasonably likely to occur from such payment, Borrower may purchase stock of the Borrower on the open market and re-issue such stock to officers and employees of the Borrower in connection with written incentive compensation plans or other agreements with officers, directors or employees of the Borrower approved by the Board of Directors of the Borrower or any compensation committee thereof and the Borrower may pay dividends to its shareholders and/or repurchase stock of the Borrower, provided that the aggregate amount of all such dividends and repurchases described in this clause (ii) shall not exceed 50% of Borrower's annual consolidated Net Income in any fiscal year if declared and paid within ninety days follow such fiscal year end.
Distributions; Redemptions. Section 4.01. Distributions.................................................14 Section 4.02. Redemptions...................................................14 Section 4.03. Subordination of Common Securities............................16 Section 4.04. Payment Procedures............................................17 Section 4.05. Tax Returns and Reports.......................................17 Section 4.06. Payment of Taxes, Duties, Etc. of the Trust...................17
Distributions; Redemptions. Directly or indirectly declare or make, or incur any liability to make, any Distribution/Redemptions to any Person.”
Distributions; Redemptions. Permit or allow, or permit or allow any Covered Person to, (a) declare or pay any dividends on any of its capital stock (other than stock dividends), (b) purchase or redeem any such stock or any warrants, options or other rights in respect of such stock (other than (I) the repurchase of stock or options therefore of Layne Energy issued under the Layne Energy Stock Option Plan due to death, disability or termination of employment, a cashless exercise of any such options, or pursuant to put right in favor of a holder of any options under the Layne Energy Option Plan, (II) the purchase or redemption pursuant to and in accordance with a stock incentive plan, stock option plans or other equity-based compensation plan or arrangement of Borrower for directors, management or employees of Borrower and its Subsidiaries in connection with the net settlement of options in connection with payment therefore, or (III) the delivery to Borrower of shares of Borrower’s common stock or restricted stock units by directors, management and employees of Borrower and its Subsidiaries to cover tax withholding obligations associated with grants of stock options, restricted stock, restricted stock units or other equity-based awards), (c) make any other distribution to shareholders (other than the issuance of stock, or stock options in respect thereof, to directors, officers and employees pursuant to written incentive compensation plans), (d) prepay, purchase or redeem any subordinated Indebtedness or (e) set aside funds for any of the foregoing; provided, however, that (i) any Subsidiary may declare and pay dividends to Borrower or to a wholly-owned Subsidiary, and (ii) so long as there is no Existing Default and no Default or Event of Default is reasonably likely to occur from such payment, Borrower may purchase stock of the Borrower on the open market and re-issue such stock to officers and employees of the Borrower in connection with written incentive compensation plans or other agreements with officers, directors or employees of the Borrower approved by the Board of Directors of the Borrower or any compensation committee thereof and the Borrower may pay dividends to its shareholders and/or repurchase stock of the Borrower, provided that the aggregate amount of all such dividends and repurchases described in this clause (ii) shall not exceed 50% of Borrower’s annual consolidated Net Income in any fiscal year if declared and paid within ninety days following such fiscal year end.
Distributions; Redemptions. The Company purchased all of the Units held by Blackstone Mezzanine Partners II-A L.P. and Blackstone Mezzanine Holdings II USS L.P. on March 22, 2013
