Exchange Offer and Consent Solicitation definition

Exchange Offer and Consent Solicitation means a series of transactions in which the Company will (i) exchange the New Senior Secured Notes and the New Warrants for the Old Senior Secured Notes, (ii) exchange the New 2020 Convertible Notes for the Company’s 9 1⁄2% Senior Notes due 2020, (iii) exchange the Notes for the Company’s 7 3⁄4% Senior Notes due 2019 and (iv) solicit the consent of the holders of the Old Senior Secured Notes and Old Unsecured Notes for certain amendments to the Old Indentures, including amendments to eliminate or amend certain restrictive covenants contained in the Old Indentures, release the collateral securing the Old Senior Secured Notes and, to the extent necessary, approve the appointment of American Stock Transfer & Trust Company, LLC as trustee under the Old Indentures.

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Exchange Offer and Consent Solicitation has the meaning set forth in the Recitals.

Exchange Offer and Consent Solicitation means the Exchange Offer and Consent Solicitation, commencing as of April 29, 2019 relating to the Unsecured Notes, issued by the Issuers.

Examples of Exchange Offer and Consent Solicitation in a sentence

The Company agrees that it shall take all steps reasonably necessary or desirable to commence the Exchange Offer and Consent Solicitation as soon as practicable consistent with this Agreement, and agrees to take all steps necessary to update the Registration Statement as required by applicable laws and regulations, and that the Registration Statement, when declared effective, will comply with all applicable Securities and Exchange Commission requirements.
Subject to the terms and conditions of this Agreement, the parties to this Agreement agree to use commercially reasonable efforts to complete the Exchange Offer and Consent Solicitation.
This Supplemental Indenture shall be effective as of June 7, 2019 upon consummation of the Exchange Offer and Consent Solicitation.
Each of the signatories to this Agreement hereby further covenants and agrees to execute and deliver all further documents and agreements and take all further action that may be reasonably necessary or desirable in order to enforce and effectively implement the terms and conditions of this Agreement and the Exchange Offer and Consent Solicitation.
Supporting Holders’ participation in the Exchange Offer and Consent Solicitation will occur at the launch of the deal and Supporting Holders shall, subject to the terms of the RSA, waive withdrawal rights with respect to tendered Existing Notes and the related Consents, with the effect that, the Company and the trustee for the Existing Notes Indenture shall be able to enter into a supplemental indenture to permit the entry into the New Senior Loan Facility and related matters on the Funding Date.

More Definitions of Exchange Offer and Consent Solicitation

Exchange Offer and Consent Solicitation means that certain offer and consent solicitation made by the Authority to holders of the 9 ¾% Notes to (x) exchange up to $200 million of the 9 ¾% Notes for Senior Notes to be issued by the Authority and (y) consent to the Proposed Amendments to the Original Indenture.

Exchange Offer and Consent Solicitation has the meaning set forth in the preamble hereof.

Exchange Offer and Consent Solicitation means (a) the exchange of the Senior Unsecured Notes (other than the DHC Notes) for (i) $120,000,000 in aggregate principal amount of New Senior Unsecured Notes, (ii) $116,507,000 in aggregate principal amount of Subordinated PIK Notes, (iii) up to $20,000,000 in aggregate principal amount of New Senior Unsecured Notes in full satisfaction of up to $20,000,000 of accrued and unpaid interest owing in respect of the Senior Unsecured Notes (other than the DHC Notes) and (iv) to the extent that the accrued and unpaid interest described in clause (iii) exceeds $20,000,000, Subordinated PIK Notes having an aggregate principal amount equal to such excess amount in full satisfaction of such accrued and unpaid interest, and (b) the consent by holders of the Senior Unsecured Notes to amendments to the indenture governing the Senior Unsecured Notes, each of (a) and (b) to be effected through an exchange offer and consent solicitation by the Borrower pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended.

Exchange Offer and Consent Solicitation means the tender offer that the Financing Transaction requires the Company use its best efforts to successfully complete by December 31, 2008, or as may be extended. On July 23, 2008, the Company commenced the Exchange Offer and Consent Solicitation for all of its outstanding Preferred Stock. Pursuant to the Exchange Offer and Consent Solicitation, as amended, the Company is offering three shares of Common Stock for each share of Preferred Stock tendered and approximately 132 million shares of Common Stock in the aggregate.

Exchange Offer and Consent Solicitation means the Exchange Offer and Consent Solicitation, commencing as of April 29, 2019 relating to the 8.000% Senior Cash Pay Notes due 2021 (the “Cash Pay Notes”) and the 8.750%/9.500% Senior PIK Toggle Notes due 2021 (together with the Cash Pay Notes, the “Notes”), issued by the Issuers.

Exchange Offer and Consent Solicitation has the meaning ascribed to it in Section 2.01(b) of this Indenture.

Exchange Offer and Consent Solicitation means the exchange offer and consent solicitation contemplated by the Offering Memorandum and Consent Solicitation Statement of the Company, dated March 3, 2003, as the same may be modified, supplemented and/or amended from time to time.