New Second Lien PIK Toggle Notes definition

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

New Second Lien PIK Toggle Notes has the meaning set forth in the Preamble.

New Second Lien PIK Toggle Notes. (plus additional New Second Lien PIK Toggle Notes in an aggregate principal amount equal to a commitment premium), (c) obtain at least $500 million of cash proceeds from the issuance of common equity on the effective date of the Plan, and (d) ensure that there is at least $400 million of cash on hand of the Company and its subsidiaries on the effective date of the Plan (collectively, the “Plan Financing Transactions”);

Examples of New Second Lien PIK Toggle Notes in a sentence

Unless otherwise requested by the Requisite Commitment Parties, the Reorganized Company shall use commercially reasonable efforts to make prior to the Closing Date, the New Second Lien PIK Toggle Notes eligible for deposit with The Depository Trust Company, provided that any such efforts shall not involve any material alterations to the terms of the New Second Lien PIK Toggle Notes.
The Reorganized Company shall timely make all filings and reports, including filing a Form D with the SEC to the extent required under Regulation D of the Securities Act, relating to the offer and sale of the Commitment Notes issued hereunder and the New Second Lien PIK Toggle Notes issued pursuant to the Commitment Premium required under applicable securities and “Blue Sky” Laws of the states of the United States following the Closing Date.
After the Closing Date, nothing in this Agreement shall limit or restrict in any way the ability of any Commitment Party (or any permitted transferee thereof) to Transfer any of the New Second Lien PIK Toggle Notes or any interest therein; provided, that any such Transfer shall be made pursuant to an effective registration statement under the Securities Act or an exemption from the registration requirements thereunder and pursuant to applicable securities Laws.
The Commitment Premium shall be payable in New Second Lien PIK Toggle Notes or cash as set forth below.
Such Commitment Party has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of its investment in the Commitment Notes and the New Second Lien PIK Toggle Notes issued pursuant to the Commitment Premium.
It is hereby agreed that the relative benefits to the Indemnifying Party, on the one hand, and all Indemnified Persons, on the other hand, shall be deemed to be in the same proportion as (a) the total value received or proposed to be received by the Company and the Reorganized Debtors pursuant to the issuance and sale of the New Second Lien PIK Toggle Notes contemplated by this Agreement and the Plan bears to (b) the Commitment Premium paid or proposed to be paid to the Commitment Parties.
The parties hereto agree that, for U.S. federal income tax purposes, the Commitment Premium will be treated as received in exchange for the Commitment Parties’ issuance of a put option to Pacific Drilling S.A. granting Pacific Drilling S.A. the right to put a portion of the New Second Lien PIK Toggle Notes to the Commitment Parties.

More Definitions of New Second Lien PIK Toggle Notes

New Second Lien PIK Toggle Notes. (plus additional New Second Lien PIK Toggle Notes in an aggregate principal amount equal to the Commitment Premium) on substantially the terms set forth in the New Second Lien PIK Toggle Notes Term Sheet attached hereto as Exhibit A (the “New Second Lien PIK Toggle Notes Term Sheet”), (c) obtain at least $500 million of cash proceeds from the issuance of common equity on the effective date of the Plan, and (d) ensure that there is at least $400 milliion of cash on hand of the Company and its subsidiaries on the effective date of the Plan (collectively, the “Plan Financing Transactions”);