Merger Financing definition

Merger Financing means Indebtedness of the Company or any Subsidiary permitted to be incurred pursuant to Section 6.04, all or a portion of the proceeds of which are used to consummate the Transatlantic Acquisition, and any amendment, renewal, replacement, refinancing or restatement thereof.
Merger Financing shall have the meaning provided in the Recitals.
Merger Financing means Indebtedness of the Original Guarantor or any subsidiary of the Original Guarantor permitted to be incurred pursuant to Clause 23.15 (Indebtedness), all or a portion of the proceeds of which are used to consummate the Transatlantic Acquisition, and any amendment, renewal, replacement, refinancing or restatement thereof.

Examples of Merger Financing in a sentence

  • MERGER FINANCING The total amount of cash required to consummate the transactions contemplated by the Merger Agreement (the "Merger Financing"), including payment of related fees and expenses, is estimated to be approximately $39 million.

  • The Merger Financing is expected to close immediately prior to or simultaneously with the Closing.

  • In addition to the Merger Financing that CSBI has represented (under Section 4.11) has been arranged prior to the date hereof, CSBI shall use its best efforts to obtain, and provide to Eldorado, by December 31, 1996 one or more commitment letters or subscription agreements (the "Remaining Financing Commitments") for additional Merger Financing in an amount not less than $8,600,000.

  • Further, CSBI shall advise Eldorado, promptly after their occurrence, of any developments, changes, events or circumstances occurring after the date hereof that will or could reasonably be expected to have a material and adverse effect on CSBI's ability to satisfy any material conditions to the Merger Financing or otherwise to consummate the Merger Financing.

  • On or before the Closing Date, Company shall have provided evidence satisfactory to Agents that the proceeds of the Equity Financing have been irrevocably committed, prior to the application of the proceeds of the Term Loans to be made on the Closing Date, to the payment of the Merger Financing Requirements (subject to the concurrent consummation of the Merger).


More Definitions of Merger Financing

Merger Financing means the credit facilities to be provided by certain ---------------- institutions (including Lender) to Borrower and TIE at the time of the Merger.
Merger Financing means the sale solely to accredited investors (as defined in Regulation D under the Securities Act of 1933, as amended) of additional shares of capital stock and/or subordinated long-term notes of IDF (which notes shall automatically convert to IDF preferred stock, once authorized by the IDF shareholders, at the rate of $1.25 per share, subject to adjustment, and shall be convertible into shares of common stock of IDF pending such authorization), which shall result in an aggregate amount of not less than $1.75 million and not more than $2.25 million of gross proceeds to IDF (inclusive of $250,000 of such securities to be purchased by Xxxxxx, Xxxxxxx and Moskona), all upon such terms and conditions as are set forth in Exhibit A annexed hereto and made a part hereof, or upon such other terms and conditions as shall be satisfactory to the respective Boards of Directors of each of IDF, AUGI and TechStar.
Merger Financing means (i) the issuance and sale by Viking of its common stock, warrants to purchase common stock and preferred stock for consideration; (ii) the issuance and sale by Holdco of the Units; and (iii) the execution and delivery by the Company, Holdco and certain of its subsidiaries of the New Credit Facility and the borrowing of loans, and issuance of letters of credit thereunder; in each case to fund the Merger and related transactions, including without limitation, the payment of fees and expenses and the refinancing of outstanding indebtedness of Holdco and its subsidiaries.
Merger Financing means a credit facility that will provide proceeds of not less than $20,000,000 and not more than $23,000,000 that will be (i) secured by the Walk-In Convenience Stores, (ii) not require any personal guarantees of any shareholder of the Company, (iii) upon such other terms and conditions as shall be acceptable by FSCI and the Company, and (iv) after the Effective Time, will be an obligation of the Surviving Corporation.
Merger Financing means the financing, as contemplated in the Merger Agreement, in the original principal amount of up to $23.0 million, secured by a Lien on the Farm Stores Assets, the proceeds of which shall be used, inter alia, to pay the Merger Consideration and to execute and perform the $17 million obligation under the Toni Option. Upon consummation of the Merger, the Merger Financing shall be an obligation of UPC Merger Sub.
Merger Financing means the sale of sufficient Parent Common Stock by Parent to enable Parent to fund the Merger Consideration.
Merger Financing means (i) the issuance and sale by Viking of its common stock, warrants to purchase common stock and preferred stock for consideration; (ii) the issuance and sale by the Company of the Units; and (iii) the execution and delivery by the Company and certain of its subsidiaries of the New Credit Facility and the borrowing of loans, if any, and issuance of letters of credit thereunder; in each case to fund the Merger and related transactions, including without limitation, the payment of fees and expenses and the refinancing of outstanding indebtedness of the Company and its subsidiaries.