New 1.5 Lien Notes definition
Examples of New 1.5 Lien Notes in a sentence
Agreement The Credit Agreement shall be amended and restated to: (a) provide relief in respect of the Funded Debt to EBITDA covenant; and (b) reflect such amendments or waivers as are necessary to permit the Recapitalization Transaction and New 1.5 Lien Notes and to reflect the Company's post-Recapitalization Transaction organization and capital structure and liquidity requirements.
RECAPITALIZATION TRANSACTION Shares at the Conversion Price (as defined in the New 1.5 Lien Notes Term Sheet) (the "Backstop Shares").
New Financing The Company shall carry out a new financing of $60 million aggregate principal amount of New 1.5 Lien Notes (the "New Financing"), issued as set out in a separate New 1.5 Lien Notes Term Sheet, and in accordance with applicable securities laws and under applicable exemptions from prospectus and registration requirements.
All notices to the Second-Priority Secured Parties and the Senior Lenders permitted or required under this Agreement may be sent to the Trustee, the Intercreditor Agent or any Second-Priority Agent as provided in the New 1.5 Lien Notes Indenture, the applicable Senior Credit Agreement, the other relevant Senior Lender Document or the relevant Second-Priority Document, as applicable.
Each Electing Noteholder that complies (including by way of actions to be completed by its Intermediary, as applicable) with Section 2.1(c) (each a "Funding Electing Noteholder") shall be deemed to have subscribed for New 1.5 Lien Notes in an amount equal to the Electing Noteholder Amount deposited in escrow with the Escrow Agent in accordance with Section 2.1(c) (the "Electing Noteholder Funded Amount").
The Required Consenting Senior Noteholders and the Company will work together to select, in the exercise of their reasonable discretion, an indenture trustee for each of the New 1.5 Lien Notes and the New Second Lien Notes.
The Issuers will apply the proceeds from the exercise of the Subscription Rights and the sale of the Unsubscribed New 1.5 Lien Notes to payment under the Cash Tender Offer and the Exchange Offer and for payment of any Unused Rights Offering Amount on the terms set forth in the Offering Memorandum and this Agreement and for general partnership purposes.
Notwithstanding anything to the contrary in this Agreement, all New 1.5 Lien Notes will be delivered with all issue, stamp, transfer, sales and use, or similar transfer Taxes or duties that are due and payable (if any) in connection with such delivery duly paid by the Credit Parties.
The Credit Parties shall satisfy their obligation to pay the applicable Commitment Premium on the Closing Date by issuing an additional principal amount of New 1.5 Lien Notes (rounding down to the nearest minimum denomination to avoid fractional notes) to each Backstop Party (or its Related Purchaser) equal to such Backstop Party’s Commitment Premium Amount or, in the event of a Fiduciary Out Termination by making a cash payment within three (3) Business Days.
The net proceeds of the issuance of New 1.5 Lien Notes will be used to fund the Cash Component.