IPO Reorganization Transaction means transactions taken in connection with and reasonably related to consummating a Qualifying IPO, so long as, after giving effect thereto, the security interest of the Lenders in the Collateral, taken as a whole, is not materially impaired.
IPO Reorganization Transaction any re-organization or other similar activities among Holdings, the Parent Borrower and its Restricted Subsidiaries in connection with and reasonably related to consummating a Qualified IPO, so long as, after giving effect thereto, (a) the Loan Parties are in compliance with the Collateral and Guarantee Requirement and Sections 5.9 and 5.11, (b) taken as a whole, the value of the Collateral securing the Obligations and the guarantees by the Guarantors of the Obligations are not materially reduced and (c) the Liens in favor of the Agent for the benefit of the Secured Parties under the Security Documents are not materially impaired.
IPO Reorganization Transaction means (x) each transaction or activities taken in connection with and reasonably related to consummating an initial public offering, so long as the security interest of the Administrative Agent, on behalf of the Lenders, in the Collateral, taken as a whole, is not materially impaired; and (y) each of the transactions, reorganizations and other activities referred to in connection with or as a result of, the “Reorganization Transactions” in the Registration Statement on Form S-1, as amended, of EVO Payments, Inc., a Delaware corporation filed with the Securities and Exchange Commission.
Examples of IPO Reorganization Transaction in a sentence
Here and below, the required integrals and properties of special functions can all be found in Ref.
Borrower will not and will not permit any of its Restricted Subsidiaries to, enter into or permit any modification of, or waive any material right or obligation of any Person under its, Organizational Documents in a manner adverse to the Lenders; provided that Borrower may amend, amend and restate or otherwise modify its Organizational Documents in connection with an IPO Reorganization Transaction so long as the same is not adverse to the Lenders.
More Definitions of IPO Reorganization Transaction
IPO Reorganization Transaction means transactions taken in connection with and reasonably related to consummating an initial public offering, as determined by the Parent.
IPO Reorganization Transaction means transactions taken in connection with and reasonably related to consummating a Qualifying IPO, so long as, after giving effect thereto, the security interest of the Collateral Representative, for the benefit of the Lenders, in the Collateral, taken as a whole, is not materially impaired. ‘‘IPOCo Transactions’’ shall mean the transactions in connection with the formation and capitalization of IPO Listco prior to and in connection with and reasonably related to a Qualifying IPO, including, without limitation, (1) the legal formation of IPO Listco and one or more Subsidiaries of the Permitted Holders to own interests therein, (2) the contribution, directly or indirectly, of the Stock of the Borrower and other Subsidiaries of the Borrower to IPO Listco, or the other acquisition by IPO Listco thereof, (3) the conversion of the outstanding Stock in the Borrower into a new class of Stock in the Borrower, (4) the distribution by the Borrower to the Permitted Holders of any proceeds from the 2023 Notes and cash generated from operations, (5) the issuance of Stock of IPO Listco or the Borrower to the public and the use of proceeds therefrom to pay transaction expenses, distribute funds as a reimbursement for capital expenditures, and other purposes approved by a Permitted Holder, (6) the execution, delivery and performance of customary documentation (and amendments to existing documentation) governing the relations between and among the Borrower, IPO Listco, the Permitted Holders and their respective Subsidiaries and (7) any other transactions and documentation reasonably related to the foregoing or necessary or appropriate in the view of the Permitted Holders or the board of directors of the Borrower or any direct or indirect Parent Entity in connection with a Qualifying IPO. 44
IPO Reorganization Transaction means any re-organization or other similar activities among any Parent Company, Holdings, the Borrower and the Restricted Subsidiaries in connection with and reasonably related to consummating a Qualifying IPO, so long as, after giving effect thereto, (a) the Loan Parties are in compliance with the Collateral and Guarantee Requirement and Section 6.11, (b) taken as a whole, the value of the Collateral securing the Obligations and the Guarantees by the Guarantors of the Obligations are not materially reduced or impaired and (c) the Liens in favor of the Administrative Agent for the benefit of the Secured Parties under the Security Documents are not materially impaired.
IPO Reorganization Transaction means any re-organization or other similar activities among any Parent Company, Holdings, the Borrower and the Restricted Subsidiaries in connection with and reasonably related to consummating a Qualifying IPO, so long as, after giving effect thereto, (a) the Loan Parties are in compliance with the Collateral and Guarantee Requirement and Section 6.11, (b) taken as a whole, the value of the Collateral securing the Obligations and the Guarantees by the Guarantors of the Obligations are not materially reduced or impaired and (c) the Liens in favor of the Administrative Agent for the benefit of the Secured Parties under the Security Documents are not materially impaired. “IP Rights” has the meaning specified in Section 5.15. “IRS” means Internal Revenue Service of the United States. “Judgment Currency” has the meaning specified in Section 10.26. “Junior Lien Debt” means any Indebtedness for borrowed money of any Loan Party that is secured on a junior basis to the Liens securing the Obligations of such Loan Party arising under the Loan Documents. “KCM” means KKR Capital Markets LLC. “Latest Maturity Date” means, at any date of determination, the latest maturity or expiration date applicable to any Loan or Commitment hereunder at such time, including the 64 US-DOCS\123992845.16 042525-0274
IPO Reorganization Transaction means any re-organization or other similar activities among any Parent Company, Holdings, the Lead Borrower and the Restricted Subsidiaries in connection with and reasonably related to consummating a Qualifying IPO, so long as, after giving effect thereto, (a) the Loan Parties are in compliance with Section 6.11, (b) taken as a whole, the value of the Collateral securing the Obligations and the Guarantees by the Guarantors of the Obligations are not materially reduced or impaired and (c) the Liens in favor of the Agent for the benefit of the Credit Parties under the Security Documents are not materially impaired.
IPO Reorganization Transaction means any re-organization or other similar activities among any Parent Company, Holdings, the Lead Borrower and the Restricted Subsidiaries in connection with and reasonably related to consummating a Qualifying IPO, so long as, after giving effect thereto, (a) the Loan Parties are in compliance with Section 6.11, (b) taken as a whole, the value of the Collateral securing the Obligations and the Guarantees by the Guarantors of the Obligations are not materially reduced or impaired and (c) the Liens in favor of the Agent for the benefit of the Credit Parties under the Security Documents are not materially impaired. “IRS” means the United States Internal Revenue Service. “ISP” means, with respect to any Letter of Credit, the “International Standby Practices 1998” published by the Institute of International Banking Law & Practice (or such later version thereof as may be in effect at the time of issuance). “Issuer Documents” means with respect to any Letter of Credit, the Letter Credit Application, and any other document, agreement and instrument entered into by the L/C Issuer and any Borrower (or any other Loan Party) or in favor the L/C Issuer and relating to any such Letter of Credit. “Joinder Agreement” means an agreement, in form reasonably satisfactory to the Agent pursuant to which, among other things, a Person becomes a party to, and bound by the terms of, this Agreement
IPO Reorganization Transaction means any re-organization or other similar activities among the Parent Guarantor and any of its Restricted Subsidiaries in connection with and reasonably related to consummating an Equity Offering, so long as, after giving effect thereto, (a) the Co-Issuers and the Guarantors are in compliance with the Collateral and Guarantee Requirement and the collateral and further assurances section in this Indenture, (b) taken as a whole, the value of the Collateral securing the Co-Issuers’ obligations under this Indenture and the Notes and the Notes Guarantees are not materially reduced, and (c) the Liens in favor of the Collateral Agent for the benefit of the Notes Secured Parties under the collateral documents are not materially impaired.