Permitted Corporate Transaction definition

Permitted Corporate Transaction means any of the following: (i) a direct or indirect Transfer of the stock or other equity interests in a Covered Entity, (ii) the direct or indirect creation of new stock (including separate classes of stock) or other equity interests in a Covered Entity, (iii) direct or indirect stock splits or reverse stock splits in a Covered Entity, (iv) redemption of stock or equity interests by a Covered Entity, (iv) the conversion of a Covered Entity that is a REIT from a public to a private company or vice versa, (v) the conversion of a Covered Entity that is a public company to a private company or vice versa, (vi) any reorganization, merger, consolidation, recapitalization, restructuring or similar transaction with respect to a Covered Entity, (vii) the spin-off or formation of a company or entity that has as its direct or indirect majority owners any Covered Entity or shareholders of a Covered Entity, or Affiliates of any of the foregoing; and (viii) any other transaction that modifies, changes, or affects the ownership or control of a Covered Entity or all or substantially all of the assets of a Covered Entity.
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Permitted Corporate Transaction means that transaction disclosed to the Lenders prior to the Closing Date.
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Permitted Corporate Transaction means that transaction disclosed to the Administrative Agent prior to the Closing Date (as defined in the Existing Agreement).
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Examples of Permitted Corporate Transaction in a sentence

  • This Agreement shall bind and inure to the benefit of the respective successors and assigns of each of the parties; PROVIDED, HOWEVER, that, other than in connection with the Permitted Corporate Transaction, no Credit Party may assign this Agreement or any rights or duties hereunder without the Lenders' prior written consent and any prohibited assignment shall be absolutely void AB INITIO.

  • Notwithstanding the foregoing, Borrower may create, incur, assume or suffer to exist a Lien with respect to any of the Current Assets acquired in a Permitted Corporate Transaction to the extent such Lien secures amounts due in respect of any outstanding Debt assumed by the Borrower in connection with such Permitted Corporate Transaction.

  • Suspend or go out of a substantial portion of their business other than in connection with a Permitted Corporate Transaction.


More Definitions of Permitted Corporate Transaction

Permitted Corporate Transaction means: (a) any merger or consolidation of Borrower with another corporation, partnership, trust or other entity; (b) the purchase by the Borrower of assets other than in the ordinary course of business; or (c) the acquisition by the Borrower of an interest in any corporation, partnership, trust or other entity, in each case only if (i) the business or assets acquired are in the same or a substantially similar line of business as the Borrower; and (ii) the value of the consideration paid (whether by cash, securities or other assets and including consideration by reason of the assumption of any indebtedness or in respect of any noncompetition or other collateral agreement) in connection therewith, together with the consideration paid in respect of all other prior Permitted Corporate Transactions in the same Fiscal Year, does not exceed $250,000; and (iii) immediately after the completion of such transaction, no condition or event would exist which with the lapse of time or the giving of notice or both would constitute an Event of Default hereunder; and (iv) in the case of any merger or consolidation, the Borrower shall be the surviving entity; and (v) the Bank shall have been notified of such Permitted Corporate Transaction, and provided with all such information with respect thereto as the Bank shall reasonably request, at least 30 days prior to its effectiveness.
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Permitted Corporate Transaction means the consolidation, amalgamation or merger by the Company with any other Person or the conveyance, transfer or lease by the Company of substantially all of the assets of the Company in a single transaction or series of transactions to any other Person; provided that:
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