Use of Proceeds by Company. Company shall have provided evidence -------------------------- satisfactory to Administrative Agent that the proceeds of the debt and equity capitalization of Company described in the immediately preceding clause (i) have been applied, prior to or simultaneously with the application of the proceeds of the Term Loans and the Acquisition Revolving Loans, to the purchase of the Tendered Shares.
Use of Proceeds by Company. Company agrees that the proceeds of the Loan shall be used for the sole purpose of lending such proceeds to the Trustee, such loan to be evidenced by that certain ESOP Note (And Pledge Agreement) of even date herewith made by the Trustee to the Company (the "ESOP Note"), for the sole purpose of enabling the Trustee to finance the purchase by the Plan of "qualifying employer securities", as such term is defined in Section 408(e) of the Employee Retirement Income Security Act of 1974, as amended, and Section 4975(d)(3) of the Internal Revenue Code of 1986, as amended.
Use of Proceeds by Company. Company shall have provided evidence -------------------------- satisfactory to Agents that (x) the proceeds of the equity capitalization of Company described in the preceding clause (i), (y) the Escrowed Debt Securities Proceeds referred in the immediately preceding clause (ii) and (z) the Fort Xxxxx Sale Proceeds referred to in subsection 4.1C have been irrevocably committed, prior to the application of the proceeds of the Term Loans and any Revolving Loans made on the Closing Date, to the payment of a portion of the Purchase Price for the Xxxxxx Shares, the repayment of the outstanding Indebtedness of Xxxxxx and its Subsidiaries under the Existing Credit Agreement and the Transaction Costs.
Use of Proceeds by Company. Company shall have provided evidence -------------------------- satisfactory to Agents that the proceeds of the debt and equity capitalization of Company described in the immediately preceding clause (i), together with cash of Company and its Subsidiaries of not less than $4,000,000, have been irrevocably committed, prior to the application of the proceeds of any Revolving Loans made on the Closing Date, to the payment of a portion of the following: (a) to finance the purchase price payable in connection with the Lil' Champ Acquisition, (b) to refinance Indebtedness of Company and Lil' Champ outstanding under the Existing Credit Agreements in an aggregate maximum principal amount not exceeding $25,000,000 (including without limitation Existing Letters of Credit with an aggregate stated amount of approximately $9,100,000), (c) to finance the repurchase of $51,000,000 in principal amount of Senior Notes and to pay accrued and unpaid interest thereon, (d) to finance the payment of up to $7,000,000 in tender offer premiums and consent fees related to the repurchase of Senior Notes and the solicitation of consents from the holders of the Senior Notes to certain amendments to the Senior Note Indenture, and (e) to pay Transaction Costs in an aggregate amount of approximately $15,000,000.
Use of Proceeds by Company. Company shall have provided evidence satisfactory to Administrative Agent that all proceeds of the debt and equity capitalization of Company described in the immediately preceding clause (ii) have been applied, prior to or simultaneously with the application of the proceeds of the Tender Loans, to the purchase of the Tendered Target Shares.
Use of Proceeds by Company. On the Closing Date, Company shall have provided evidence satisfactory to Administrative Agent that the proceeds of the Senior Second Lien Secured Notes have been applied to repay in full all outstanding obligations under the Existing Credit Agreement on the Closing Date.
Use of Proceeds by Company. On the Closing Date, Company shall have provided evidence satisfactory to Administrative Agent that the proceeds of the debt and equity capitalization of Company described in the immediately preceding clause (iii) have been irrevocably committed, prior to the application of the proceeds of the Term Loans and any Revolving Loans made on the Closing Date, to the payment of a portion of the Acquisition Financing Requirements (by virtue of the loan or contribution thereof to Acquisition Co., and Acquisition Co.'s irrevocable commitment to satisfy the Acquisition Financing Requirements).
Use of Proceeds by Company. Company shall have provided evidence satisfactory to Agents that (x) the proceeds from the Equity Contribution described in the preceding clause (i) and (y) the proceeds from the sale and issuance of Senior Notes described in the immediately preceding clause (ii) have been irrevocably committed, 57 58 prior to the application of the proceeds of the Loans on the Closing Date, to (1) the Capital Contributions, (2) the repayment of the outstanding Indebtedness of Company under the Bridge Agreement and (3) the payment of the Transaction Costs.
Use of Proceeds by Company. Merger Sub shall have provided evidence satisfactory to Administrative Agent that the proceeds of the debt and equity capitalization of Merger Sub described in the immediately preceding clause and any cash on hand of FTD that will be used to fund a portion of the Merger Financing Requirements have been irrevocably committed, prior to the application of the proceeds of the Term Loans, to the payment of a portion of the Merger Financing Requirements.
Use of Proceeds by Company. Merger Sub shall have provided evidence satisfactory to Administrative Agent that the proceeds of the debt and equity capitalization of Merger Sub described in the immediately preceding clause and any cash on hand of FTD that will be used to fund a portion of the Merger Financing Requirements have been irrevocably committed, prior to the application of the proceeds of the Term Loans, to the payment of a portion of the Merger Financing Requirements. Q. RELATED AGREEMENTS
(i) FORM OF SUBORDINATED NOTE INDENTURE. The Subordinated Note Indenture shall be satisfactory in form and substance to Administrative Agent.
