Junior Capital. Copies to the Administrative Agent promptly, and in any case not later than five (5) Business Days following the effectiveness thereof (or such longer period as may be agreed by the Administrative Agent), (i) of any amendment, amendment and restatement, modification or supplement to any indenture, note purchase agreement or other document or instrument evidencing or governing Junior Capital (collectively, “Junior Capital Documents”) and (ii) of any notice received by any Loan Party or Subsidiary of a Loan Party with respect to any change of identity, name or address of the trustee, administrative agent, or similar authorized representative of the holders of any Junior Capital (or, if no such representative exists, the holder of Junior Capital) for purposes of notices under any Junior Capital Document.”
Junior Capital. Sub-clause 5(i) and 5(ii) of Schedule 5.03 of the Existing Financing Agreement is hereby amended and restated in its entirety to read as follows:
Junior Capital. If, at any time prior to the date upon which the Company obtains an Investment Grade Rating, the Company shall sell or issue any Junior Capital, 40% of the net cash proceeds from the sale or issuance of such Junior Capital shall be applied by the Company within one Business Day from the date of receipt of such proceeds to the prepayment of Senior Indebtedness of the Company on a pro rata basis based on the unpaid principal amount of Senior Indebtedness outstanding on the date of such prepayment (assuming for purposes of such calculation that the maximum commitment under the Bank Credit Agreement is outstanding). At any time prior to the date upon which the Company obtains an Investment Grade Rating, any prepayment of the Notes with the proceeds from the sale of Junior Capital shall be made pursuant to §2.2, except that no Make-Whole Amount shall be required to be paid in connection with such prepayment. Any prepayment of the Notes with the proceeds from the sale of Junior Capital, on or after the date upon which the Company obtains an Investment Grade Rating shall be made in accordance with §2.2, including payment of the applicable Make-Whole Amount.
Junior Capital. At least 5 Business Days prior written notice to the Agent, Lenders and White & Case, LLP as counsel to the Lenders of the proposed entry into an agreement for the issuance or incurrence of any Junior Capital and copies of all proposed execution versions of all agreements to be entered into in connection with such issuance or incurrence.
Junior Capital. On or before February 21, 2007, Parent shall deliver to Agent (i) evidence satisfactory to Agent that Borrowers shall have received cash proceeds of not less than $2,500,000 (the “Junior Capital Proceeds”) from either (A) cash equity contributions by Parent in the form of common stock with no mandatory dividends or redemptions (including dividends or redemptions at the request or option of the stockholder) and otherwise on terms and conditions acceptable to Agent, or (B) subordinated debt issued by Parent, which subordinated debt shall not provide for (I) payments of interest in cash until after the date when the Borrowers have received the proceeds of the sale of the Surgical Centers, or (II) payments of principal until at least six (6) months after the Maturity Date, shall be subject to subordination provisions in favor of Agent which are satisfactory to Agent, and shall otherwise be issued on terms and conditions acceptable to Agent, and (ii) copies of each of the agreements and other documents that are executed or delivered in connection with the transactions described in clause (i) of this Section 6(a) which shall be in form and substance satisfactory to Agent. The Loan Parties shall not permit the Junior Capital Proceeds to be used for any purpose other than to satisfy the CPM Obligations that are described in Section 11(d)(i) hereof (until such time as such CPM Obligations have repaid in full in immediately available funds).
Junior Capital. Section 5 of the Loan Agreement is amended by adding the following new Section 5.1.28 thereto:
Junior Capital. (a) The Borrower shall, on or before January 31, 2002, deliver to the Agent and the Lenders an executed commitment letter with respect to the issuance by the Borrower of equity securities or subordinated debt securities (the "Commitment Letter"). Such commitment letter shall be in form and substance satisfactory to the Agent including, without limitation, with respect to the investors thereof, the amount of proceeds of such issuance, and the closing timetable for such investment. Without limiting the generality of the foregoing sentence, the net proceeds to the Borrower of such issuance shall not be less than $7,000,000. The Borrower shall, on or before March 31, 2002, close an issuance of equity securities or subordinated debt securities on terms and for the amount of proceeds described in the Commitment Letter.
Junior Capital. Agent shall have received (i) evidence satisfactory to Agent that Parent shall have received cash proceeds of not less than $2,000,000 from a cash equity contribution to Parent in the form of common stock with no mandatory dividends or redemptions (including dividends or redemptions at the request or option of the stockholder) and otherwise on terms and conditions acceptable to Agent, and shall otherwise be issued on terms and conditions acceptable to Agent and (ii) copies of each of the agreements and other documents which are executed or delivered in connection with the transactions described in clause (i) of this Section 8(b) which shall be in form and substance satisfactory to Agent.
Junior Capital. Following (a) the First Junior Capital Raise, the sum of (x) the aggregate outstanding principal amount of all Junior Capital in the form of Indebtedness (net of any repayments, prepayments or repurchases) plus (y) the cash proceeds of all Junior Capital in the form of equity (as reduced by any dividends, redemptions or repurchases of such equity) issued in the First Junior Capital Raise shall at any time be less than $22.5 million, (b) following the Second Junior Capital Raise, the sum of (x) the
Junior Capital. Following the First Junior Capital Raise, the sum of (x) the aggregate outstanding principal amount of all Junior Capital in the form of Indebtedness (net of any repayments, prepayments or repurchases) plus (y) the cash proceeds of all Junior Capital in the form of equity (as reduced by any dividends, redemptions or repurchases of such equity) issued in the First Junior Capital Raise shall at any time be less than $30 million, or, following the Second Junior Capital Raise, the sum of (x) the aggregate outstanding principal amount of all Junior Capital in the form of Indebtedness (net of any repayments, prepayments or repurchases) plus (y) the cash proceeds of all Junior Capital in the form of equity (as reduced by any dividends, redemptions or repurchases of such equity) issued in the First Junior Capital Raise and the Second Junior Capital Raise shall at any time be less than $50 million.
