Issuance of Capital Securities. The Borrower shall not and shall not permit any Subsidiary to issue any Capital Securities other than, so long as a Change of Control has not occurred, (a) any issuance of shares in the ordinary course of business, or (b) any issuance of shares of the Borrower’s common Capital Securities pursuant to any employee or director option program, benefit plan or compensation program, or (c) any issuance of Capital Securities by a Subsidiary to the Borrower or another Subsidiary in accordance with Section 9.6.
Issuance of Capital Securities. The Borrower will not permit any of its Subsidiaries (other than a Receivables Subsidiary and any Foreign Subsidiary) to issue any Capital Securities (whether for value or otherwise) to any Person other than to the Borrower or another wholly owned Subsidiary (other than any director’s qualifying shares or investments by foreign nationals mandated by applicable laws).
Issuance of Capital Securities. The Borrower will not, and will not permit any of its Subsidiaries to, issue any Capital Securities (whether for value or otherwise) to any Person other than (a) in the case of Subsidiaries, to the Borrower or another wholly owned Subsidiary or (b) in the case of the Borrower, to Parent, so long as, in each case, such Capital Securities are pledged and delivered to the Administrative Agent pursuant to a Loan Document (to the extent required by Section 7.1.8).
Issuance of Capital Securities. Holdings will not, and will not permit any of its Subsidiaries to, issue any Capital Securities (whether for value or otherwise) to any Person other than (in the case of Subsidiaries) to Holdings, the Borrowers or a Guarantor (or, in the case of Holdings, to the Rollover Purchasers) unless the Net Equity Proceeds or Net Disposition Proceeds, as the case may be, from such issuance are applied to prepay the Loans as required by the terms of this Agreement.
Issuance of Capital Securities. The Borrower will not, and will not permit any of its Subsidiaries to, issue any Capital Securities (whether for value or otherwise) to any Person other than (in the case of Subsidiaries), to the Borrower or another wholly owned Subsidiary or (in the case of the Borrower), to Intermediate Holdco (so long as such Capital Securities are not mandatorily redeemable prior to one year and one day after the Stated Maturity Date for Term Loans).
Issuance of Capital Securities. Xxxx-Xxxxx will not, and will not permit any of its Subsidiaries to, (a) issue any Capital Securities (whether for value or otherwise) to any Person other than (in the case of Subsidiaries), to Xxxx-Xxxxx or another Wholly Owned Subsidiary; except for the issuance of Capital Securities of Xxxx-Xxxxx consisting of common stock: (i) pursuant to and in accordance with the terms of the Plan of Reorganization to various holders of allowed unsecured claims, (ii) as restricted stock units, or pursuant to options or other similar securities, granted under and in accordance with the terms of the Xxxx-Xxxxx Stores, Inc. Equity Incentive Plan or similar plan for the benefit of employees of Xxxx-Xxxxx and its Subsidiaries, and (iii) pursuant to and in accordance with the terms of the Xxxx Xxxxx Stores, Inc. Employee Stock Purchase Plan or similar plan for the benefit of employees of Xxxx-Xxxxx and its Subsidiaries, provided that, in each case, (w) Agent shall have received at least one day’s prior written notice of any proposed change in or amendment to any such plan or of any proposed increase in the amount of Xxxx-Xxxxx common stock that may be issued under any such plan, and upon Agent’s request at any time, Xxxx-Xxxxx shall provide Agent with a summary, in form and substance satisfactory to Agent, of the equity capital structure of Xxxx-Xxxxx at such time (showing among other things accurate ownership percentages of the equityholders of the outstanding Capital Securities of Xxxx-Xxxxx and a statement of authorized and issued Capital Securities), (x) the terms of such issuance shall not include any limitation on the right of any Borrower to request or receive Loans or Letters of Credit hereunder or the right of any Borrower or Guarantor to amend or modify any of the terms and conditions of this Agreement or any of the other Loan Documents or affect the arrangements of Borrowers with Agent and Lenders or are more restrictive or burdensome to any Borrower or Guarantor than the terms of any Capital Securities contemplated by the Plan of Reorganization, (y) Xxxx-Xxxxx shall not be required to make, and shall not make, any Restricted Payments in respect of such Capital Securities, except as otherwise permitted herein, and (z) in no event shall Xxxx-Xxxxx be required to issue, or shall Xxxx-Xxxxx issue or permit the issuance of, any such Capital Securities if a Change in Control or other Event of Default would result therefrom; or (b) become liable in respect of any obli...
Issuance of Capital Securities. Xxxx-Xxxxx will not, and will not permit any of its Subsidiaries to, (a) issue any Capital Securities (whether for value or otherwise) to any Person other than (in the case of Subsidiaries), to Xxxx-Xxxxx or another wholly owned Subsidiary or (b) become liable in respect of any obligation (contingent or otherwise) to purchase, redeem, retire, acquire or make any other payment in respect of any Capital Securities of Xxxx-Xxxxx or any Subsidiary or any option, warrant or other right to acquire any such Capital Securities.
Issuance of Capital Securities. Holdings will not, and will not permit any of its Subsidiaries to, issue any Capital Securities (whether for value or otherwise) to any Person other than (in the case of Subsidiaries) to Holdings, the Borrower or a Guarantor or another direct parent thereof except (a) any issuance by Holdings of Capital Securities for the purpose of funding a Permitted Acquisition, (b) any issuance by Holdings of Capital Securities if the Net Cash Proceeds from such issuance are applied to prepay, repay, redeem, retire, purchase, defease or otherwise acquire the Fixed Rate Notes, Senior Notes or other Indebtedness of Holdings and its Subsidiaries, (c) any issuance by Holdings of Capital Securities pursuant to an employee stock ownership plan, (d) any issuance by Holdings of Capital Securities in connection with the issuance, conversion, exercise or settlement of any Permitted Convertible Notes, Permitted Warrants or Permitted Bond Hedge or (e) any issuance by Holdings of Capital Securities if after giving pro forma effect thereto, the Consolidated Leverage Ratio is less than 2.75:1.00.
Issuance of Capital Securities. Each Borrower shall not issue any -------------------------------- Capital Securities other than (a) any issuance of shares of such Borrower's common Capital Securities pursuant to any employee or director option program, benefit plan or compensation program, or (b) any issuance of Capital Securities by a Subsidiary to a Borrower.
Issuance of Capital Securities. The Borrower will not permit any of its Subsidiaries to issue (a) any Disqualified Stock; or (b) other Capital Securities (whether for value or otherwise) to any Person other than to the Borrower, a Wholly Owned Subsidiary or a KCS Minority Interest Subsidiary.
