MLP Offering definition

MLP Offering means the initial offering of Common Units to the public, as described in the MLP Registration Statement.
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MLP Offering means after the Restatement Date, a private placement or a public sale of common or preferred units in the MLP (or any other sale to the public of partnership interests or other equity interests in the MLP including from debt convertible into equity in the MLP).
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MLP Offering means the public issuance and sale of Common Units of the Master Partnership, concurrent with the issuance of Notes under this Indenture.
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Examples of MLP Offering in a sentence

  • Permit the net worth of the Borrower to be less than the sum of (i) $40,000,000 and (ii) 75% of the proceeds of all equity issued subsequent to the MLP Offering Closing.

  • Borrower has advised that this is the result of including, in such calculation, interest expense with respect to approximately $225,000,000 of intercompany debt that was repaid with proceeds of the MLP Offering.

  • Notwithstanding any other provision ------------------------- in Section 9.1(a) or 9.1(b), any Put Notice must be given before the filing of a Form S-1 Registration Statement by the Company with respect to the Qualified MLP Offering.

  • Equity Event means (1) a Qualified MLP Offering, or (2) any ------------ transaction or series of related transactions (including a merger, consolidation or "stock-for-stock" sale) wherein not less than 90% of the Common Percentage Interests held by all Voting Members of the Company are sold or otherwise disposed of in exchange for voting Equity Securities representing the common or residual interest in the purchaser thereof or an Affiliate of such purchaser.

  • At any time on or before the consummation of ------------------------ the Qualified MLP Offering, the Company may by written notice to the Investors (the "Call Notice") elect to purchase all but not less than all of the Investors' Securities from the Investors, and the Investors hereby agree to resell such Securities to the Company at the Call Price specified in Section 9.6 hereof.

  • General Partner means the general partner of the limited --------------- partnership which offers limited partnership units to the public in the Qualified MLP Offering and the general partner of the operating limited partnership in the MLP structure.

  • The Company shall provide prompt prior written notice to the Investors of its intent to file a registration statement with the Commission in connection with a Qualified MLP Offering, and shall contemporaneously send to the Investors each letter, notice or filing from or with the Commission in connection with a Qualified MLP Offering.

  • Whether or not any express assignment has been made in this Agreement, the provisions of this Agreement that are for each Investor's benefit as the holder of any Securities are also for the benefit of, and enforceable by, all subsequent holders of Securities, except any holder of Securities that have been sold in a Qualified MLP Offering or pursuant to an effective registration statement under the Securities Act, and except as otherwise expressly provided herein.

  • The Company agrees that it will use the proceeds from --------------- the sale of the Securities hereunder solely to (i) fund Qualified Acquisitions, (ii) provide for the expenses of a Qualified MLP Offering, and (iii) provide working capital for use by the Company in the ordinary course of its business.

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More Definitions of MLP Offering

MLP Offering means the initial sale to the public of common units in the MLP pursuant to the MLP Registration Statement. MLP Offering Closing means the consummation of the sale of common units to the public pursuant to the MLP Registration Statement. MLP Registration Statement means the Registration Statement on Form S-1 filed on July 1, 2002 with the Securities and Exchange Commission in connection with the sale of common units in the MLP, as may be amended from time to time.
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MLP Offering means the initial offering of Common Units to the public, as described in the MLP Registration Statement. “MLP Registration Statement” means the Registration Statement on Form S-1 (Registration No. 33-53383), as it has been or as it may be amended or supplemented from time to time, filed by the MLP with the Securities and Exchange Commission under the Securities Act to register the offering and sale of the Common Units in the MLP Offering. “MLP Subsidiary” means a Subsidiary of the MLP. “MLP Underwriting Agreement” means the underwriting agreement dated June 27, 1994, among the MLP, the General Partner, Xxxxxxx and the Underwriters named in Schedule I thereto providing for the purchase of Common Units by such Underwriters. “National Securities Exchange” means an exchange registered with the Securities and Exchange Commission under Section 6(a) of the Exchange Act. “Net Agreed Value” means, (a) in the case of any Contributed Property, the Agreed Value of such property reduced by any liabilities either assumed by the Partnership upon such contribution or to which such property is subject when contributed, and (b) in the case of any property distributed to a Partner by the Partnership, the Partnership’s Carrying Value of such property (as adjusted pursuant to Section 4.5(d)(ii)) at the time such property is distributed, reduced by any indebtedness either assumed by such Partner upon such distribution or to which such property is subject at the time of distribution, in either case, as determined under Section 752 of the Code. “Net Income” means, for any taxable period, the excess, if any, of the Partnership’s items of income and gain (other than those items attributable to dispositions constituting Termination Capital Transactions) for such taxable period over the Partnership’s items of loss and deduction (other than those items attributable to dispositions constituting Termination Capital Transactions) for such taxable period. The items included in the calculation of Net Income shall be determined in accordance with Section 4.5(b) and shall not include any items specially allocated under Section 5.1(d). Once an item of income, gain, loss or deduction that has been included in the initial computation of Net Income is subjected to a Required Allocation
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MLP Offering has the meaning specified in the definition of “MLP Conversion” set forth in this Section 1.01.
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MLP Offering means the initial sale of common units of the MLP to the public.
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Related to MLP Offering

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • Public Offering means any offering by the Company of its equity securities to the public pursuant to an effective registration statement under the Securities Act or any comparable statement under any comparable federal statute then in effect (other than any registration statement on Form S-8 or Form S-4 or any successor forms thereto).

  • Offering shall have the meaning ascribed to such term in Section 2.1(c).

  • Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).

  • Initial Offering means the Company’s first firm commitment underwritten public offering of its Common Stock under the Act.

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Underwritten Offering Notice has the meaning set forth in Section 2(b).

  • Primary Offering means the portion of an Offering other than the Shares offered pursuant to the Company’s distribution reinvestment plan.

  • Limited Offering means an offering that is exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or Section 4(6) or pursuant to Rule 504, Rule 505, or Rule 506 under the Securities Act of 1933.

  • Underwritten Public Offering means an underwritten Public Offering, including any bought deal or block sale to a financial institution conducted as an underwritten Public Offering.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Qualified Initial Public Offering means a firm underwritten offering of the Company pursuant to a registration statement under the Securities Act (i) of common Capital Stock having an aggregate gross offering price of at least $50,000,000 and (ii) reasonably expected to result in more than 100 holders of record of Voting Stock of the Company (exclusive of holdings of Affiliates and employees of the Company).

  • Initial Public Offering” or “IPO means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Secondary Offering means an offering of securities of a publicly traded company that prior to the offering were not registered under the Securities Act of 1933, as amended.

  • Delayed Offering means an offering of securities pursuant to Rule 415 which does not commence promptly after the effective date of a registration statement, with the result that only information required pursuant to Rule 415 need be included in such registration statement at the effective date thereof with respect to the securities so offered. Whether the offering of the Securities is a Non-Delayed Offering or a Delayed Offering shall be set forth in Schedule I hereto.

  • Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.

  • Pending Underwritten Offering means, with respect to any Holder forfeiting its rights pursuant to this Section 4.5(l), any underwritten offering of Registrable Securities in which such Holder has advised the Company of its intent to register its Registrable Securities either pursuant to Section 4.5(a)(ii) or 4.5(a)(iv) prior to the date of such Holder’s forfeiture.

  • Underwritten Offering means a Registration in which securities of the Company are sold to an Underwriter in a firm commitment underwriting for distribution to the public.

  • Marketed Underwritten Offering means any Underwritten Offering (including a Marketed Underwritten Shelf Take-Down, but, for the avoidance of doubt, not including any Shelf Take-Down that is not a Marketed Underwritten Shelf Take-Down) that involves a customary “road show” (including an “electronic road show”) or other substantial marketing effort by the Company and the underwriters over a period of at least 48 hours.

  • Private Offering means the private offering of Preferred Stock pursuant to the Memorandum.

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Company or any of its direct or indirect parent companies (excluding Disqualified Stock), other than:

  • Periodic Offering means an offering of Securities of a series from time to time, the specific terms of which Securities, including, without limitation, the rate or rates of interest, if any, thereon, the stated maturity or maturities thereof and the redemption provisions, if any, with respect thereto, are to be determined by the Issuer or its agents upon the issuance of such Securities.

  • Public Equity Offering means an underwritten public offering of Qualified Capital Stock of the Company pursuant to a registration statement filed with the Commission in accordance with the Securities Act.

  • Piggyback Registration Statement has the meaning set forth in Section 3(a).