Backstop Notes definition

Backstop Notes has the meaning set forth in the recitals.
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Backstop Notes means the 8.00% senior secured notes issued by the Issuer on the Backstop Issue Date, if any.
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Backstop Notes means any Notes issued by the Issuers upon consummation of the Exchange Offer as contemplated by, and in accordance with, the Backstop Commitment Letter, to the Holders party thereto.
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Examples of Backstop Notes in a sentence

  • Immediately prior to the First Merger, it is anticipated that the PIPE Investment and, if applicable, the Backstop Financing will be funded, shares of Pubco Common Stock will be issued to PIPE Investors and, if applicable, the Backstop Notes will be issued to the lender(s) providing Backstop Financing.

  • See section entitled “Proposal No. 1—The Business Combination Proposal—Certain Agreements Related to the Business Combination—Backstop Financing” for key terms of the Backstop Notes.

  • There will be no over-subscription privilege in the New Notes Rights Offering, such that any Unsubscribed Notes will not be offered to other Rights Offering Participants, but rather will be purchased by the Backstop Parties (subject to their respective Backstop Notes Commitment Amounts) in accordance with the terms and conditions of the Backstop Purchase Agreement and the Backstop Order.

  • Perhaps because of this, few interviewees spoke of inclusion with named reference to other student differences.

  • Reflects interest expense and amortization of debt issuance costs related to the Backstop Notes.

  • Such Backstop Party understands and accepts that its investment in the Backstop Notes involve risks.

  • With the assistance of each Backstop Party’s own professional advisors, to the extent that such Backstop Party has deemed appropriate, such Backstop Party has made its own legal, tax, accounting and financial evaluation of the merits and risks of an investment in any Backstop Notes.

  • Subject to the foregoing, by making the representations herein, such Backstop Party does not agree to hold its Backstop Notes for any minimum or other specific term and reserves the right to dispose of its Backstop Notes at any time in accordance with or pursuant to a registration statement or exemption from the registration requirements under the Securities Act and any applicable state securities Laws.

  • The Backstop Notes shall be, upon issuance, validly issued, fully paid, non-assessable and free and clear of all Taxes, Encumbrances, pre-emptive rights, rights of first refusal, subscription rights and similar rights, except for any restrictions on transfer as may be imposed by applicable securities Laws.

  • Such Backstop Party is acquiring the Backstop Notes for its own account (or for the accounts for which it is acting as investment advisor or manager) for investment, not otherwise as a nominee or agent, and not with a present view toward distribution, within the meaning of the Securities Act.


More Definitions of Backstop Notes

Backstop Notes means the senior unsecured convertible notes in an aggregate principal amount of up to$120,000,000 to be issued by KORE pursuant to the Backstop Financing.
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Backstop Notes means the 18.00% Senior Secured Notes issued by Loan SPV, as in effect on the Closing Date and with such modifications as the holders thereof and Loan SPV may agree, which modifications are immaterial or which reflect corresponding modifications to the Loans in accordance with the terms hereof.
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Backstop Notes has the meaning assigned to it in Section 2.2(a).
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Backstop Notes has the meaning given to such term in Section 1.2(d) hereof.
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Backstop Notes means the Company’s senior unsecured exchangeable notes due 2028 issued and outstanding as of the date of this Agreement.
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Backstop Notes means the Unsubscribed Notes in an aggregate principal amount of up to $160,000,000 that will be issued and sold by Exide in the Rights Offering to the Backstop Parties in accordance with their respective Aggregate Commitment Amounts pursuant to this Commitment Agreement.
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Related to Backstop Notes

  • MAC Notes The Classes of Modifiable And Combinable STACR® Notes shown on

  • New Notes shall have the meaning assigned to such term in Section 32.

  • Convertible Notes has the meaning set forth in the Recitals.

  • Subordinated Notes means the Initial Notes and the Exchange Notes and, more particularly, any Subordinated Note authenticated and delivered under this Indenture, including those Subordinated Notes issued or authenticated upon transfer, replacement or exchange.

  • Second Lien Notes has the meaning set forth in the recitals hereto.

  • Refinancing Notes means any secured or unsecured notes or loans issued by the Borrower or any Subsidiary Loan Party (whether under an indenture, a credit agreement or otherwise) and the Indebtedness represented thereby; provided, that (a) (i) 100% of the Net Proceeds of such Refinancing Notes that are secured on a pari passu basis with the Term B-1 Loans are used to permanently reduce Loans and/or replace Commitments substantially simultaneously with the issuance thereof or (ii) 90% of the Net Proceeds of any other Refinancing Notes are used to permanently reduce Loans and/or replace Commitments substantially simultaneously with the issuance thereof; (b) the principal amount (or accreted value, if applicable) of such Refinancing Notes does not exceed the principal amount (or accreted value, if applicable) of the aggregate portion of the Loans so reduced and/or Commitments so replaced (plus unpaid accrued interest and premium (including tender premiums) thereon and underwriting discounts, defeasance costs, fees, commissions and expenses); (c) the final maturity date of such Refinancing Notes is on or after the Term Facility Maturity Date or the Revolving Facility Maturity Date, as applicable, of the Term Loans so reduced or the Revolving Facility Commitments so replaced; (d) the Weighted Average Life to Maturity of such Refinancing Notes is greater than or equal to the Weighted Average Life to Maturity of the Term Loans so reduced or the Revolving Facility Commitments so replaced, as applicable; (e) in the case of Refinancing Notes in the form of notes issued under an indenture, the terms thereof do not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the Term Facility Maturity Date of the Term Loans so reduced or the Revolving Facility Maturity Date of the Revolving Facility Commitments so replaced, as applicable (other than customary offers to repurchase or mandatory prepayment provisions upon a change of control, asset sale or event of loss and customary acceleration rights after an event of default); (f) the other terms of such Refinancing Notes (other than interest rates, fees, floors, funding discounts and redemption or prepayment premiums and other pricing terms), taken as a whole, are substantially similar to, or not materially less favorable to the Borrower and its Subsidiaries than the terms, taken as a whole, applicable to the Term B-1 Loans (except for covenants or other provisions applicable only to periods after the Latest Maturity Date in effect at the time such Refinancing Notes are issued), as determined by the Borrower in good faith (or, if more restrictive, the Loan Documents are amended to contain such more restrictive terms to the extent required to satisfy the foregoing standard); (g) there shall be no obligor in respect of such Refinancing Notes that is not a Loan Party; and (h) Refinancing Notes that are secured by Collateral shall be subject to the provisions of a Permitted Pari Passu Intercreditor Agreement or a Permitted Junior Intercreditor Agreement, as applicable.

  • 2028 Notes has the meaning specified in the recitals of this Supplemental Indenture.

  • Seller Notes means any promissory note or notes issued by the Borrower or a Restricted Subsidiary of the Borrower in respect of any acquisition permitted hereunder as consideration in connection with such acquisition, but that is not in the nature of an earn-out obligation or similar deferred or contingent obligation.

  • Class E Notes has the meaning assigned to such term in the Indenture.

  • Existing Notes means, collectively, the Existing Senior Guaranteed Notes and the Existing Senior Notes.

  • Revolving Notes means the promissory notes of the Borrower in favor of each of the Lenders evidencing the Revolving Loans provided pursuant to Section 2.1(e), individually or collectively, as appropriate, as such promissory notes may be amended, modified, supplemented, extended, renewed or replaced from time to time.

  • First Lien Notes means the 8.000% first lien secured notes due April 1, 2027, issued by Frontier pursuant to the First Lien Notes Indenture.

  • Permitted Debt Exchange Notes shall have the meaning provided in Section 2.15(a).

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Replacement Notes means Notes issued to the Beneficial Owners of the Notes in accordance with Article II hereof.