Permitted IPO means an initial public offering by the Borrower of its common Securities after the Effective Date pursuant to an effective registration statement filed with the Securities and Exchange Commission in accordance with the Securities Act.
Permitted IPO means a firm commitment underwritten public offering pursuant to a registration statement under the Securities Act that results in (i) aggregate gross cash proceeds to the Issuer and the Permitted Selling Stockholders of at least $100 million (before underwriting discounts and commissions and offering expenses) and (ii) no more than 50% of the Fully Diluted Outstanding (as defined in the Registration Rights Agreement) capital stock of the Issuer being held by Persons who were not stockholders or warrantholders of the Issuer immediately prior to the public offering; provided, that for purposes of this clause (ii), any shares of Registrable Common Stock sold in the public offering by Permitted Selling Stockholders shall be deemed to be held after the public offering by persons who were stockholders or warrantholders of the Issuer immediately prior to the public offering.
Permitted IPO means the listing of CNL HP on an approved stock exchange and any program associated with a tender offer or stock redemption so long as: (i) no Event of Default after giving effect to any such tender offer or stock redemption, including, without limitation, any payment required in connection therewith; (ii) Borrower maintains Liquidity of not less than $50,000,000.00; and (iii) any legal or governance/organizational changes are subject to the prior approval of Agent before the listing of CNL HP on any applicable exchange.
Examples of Permitted IPO in a sentence
Subject to the provisions of clause 7.2 (Change of Control) and compliance with clause 19.9 (“Know your customer” checks) the Borrower may request a replacement of the Parent in circumstances where the Group is involved in any Permitted IPO.
No Change of Control has occurred other than with the prior written consent of the Administrative Agent or in connection with a Permitted IPO.
The Permitted IPO Restructuring (other than, at the election of the Borrower, the dissolution referenced in clause (f) of the definition thereof) has been consummated and the Qualified Public Offering of Holdings has been issued (or, concurrently with the effectiveness of this Agreement), each in accordance with the terms and conditions of the Permitted IPO Related Documents.
Upon a Change of Control, any Flotation (which is not a Qualifying Flotation, Permitted IPO (as defined in Schedule 5 (Permitted Restructuring)) or a Permitted Subsidiary Capital Raising) or a disposal of substantially all of the business of the Group, the Facility is to be repaid and cancelled in full.
Notwithstanding the foregoing, BACC prospectively consents to a proposed initial public offering by Borrower upon terms and conditions, including economic terms, that are materially consistent with documents and information (including the Form SB-2 filed with the Securities and Exchange Commission on April 28, 2005) previously provided to BACC (the "Permitted IPO").
More Definitions of Permitted IPO
Permitted IPO means an underwritten initial public offering of equity securities of the Borrower that is registered under the Securities Act that results in the Borrower’s equity securities being listed on either the New York Stock Exchange or the NASDAQ exchange.
Permitted IPO means an initial public offering of shares of common stock of NB, Inc. in a public offering pursuant to an effective registration statement filed with the SEC in accordance with the Securities Act and on substantially the same terms and conditions set forth in the Draft Prospectus or otherwise on terms and conditions satisfactory to the Required Lenders and the Agent; provided, that (a) no Default or Matured Default shall have occurred or be continuing or would be caused thereby, (b) the Borrower shall be in pro forma compliance (based on assumptions and projections acceptable to the Agent) with the financial covenants set forth in Section 9.16, 9.17 and 9.18 after giving effect thereto, (c) NB, Inc. shall substantially simultaneously therewith execute and deliver the NB, Inc. Acknowledgment and Secretary’s Certificates relating to resolutions, incumbency, etc., (d) all net cash proceeds thereof (other than any net cash proceeds paid to the Existing Equity Holders) shall be used to purchase new equity interests in the Borrower and (e) the Agent shall have received opinions of counsel for NB, Inc. and such other information, documents, agreements or instruments that the Agent or Agent’s counsel may reasonably required in connection therewith.
Permitted IPO means any transactions or actions taken in connection with and reasonably related to an equity issuance by the Parent or an Affiliate consisting of a primary public offering of its common stock pursuant to an effective registration statement filed with the Securities and Exchange Commission in accordance with the Securities Act of 1933 as amended (whether alone or in connection with a secondary public offering), including any direct listing.
Permitted IPO means an initial public offering in accordance with the 1933 Act of Stock of any Subsidiary for which the following requirements are satisfied:
Permitted IPO. The initial public offering of common stock issued by Xxxxx Media consummated prior to the Closing Date pursuant to the Xxxxx Media Registration Statement, so long as the net cash proceeds received by the Borrowers from such offering (after the payment of transaction fees and expenses incurred in connection with such issuance, including underwriting fees and expenses and reasonable attorneys’ fees and expenses, but before the redemption of preferred stock in, or repayment of existing indebtedness by, the Borrowers) is not less than $125,000,000.
Permitted IPO the first underwritten public offering of the Capital Stock of AVG Holding, AVG Technologies or the Surviving Borrower; provided that, on or prior to the date of the Permitted IPO, AVG Holding, AVG Technologies or the Surviving Borrower, as applicable, shall have (a) delivered to the Administrative Agent all documents described in Section 4.1(f) with respect to New Dutch Holdco, (b) irrevocably sold, assigned, conveyed, contributed or otherwise transferred substantially all of its assets (including in any event all Capital Stock owned by AVG Holding, AVG Technologies or the Surviving Borrower, as applicable, and all other assets constituting Collateral, other than to the extent any applicable Requirement of Law expressly prohibits such a sale, assignment, conveyance, contribution or other transfer, as certified by AVG Holding, AVG Technologies or the Surviving Borrower, as applicable, in a certificate of a Responsible Officer delivered to the Administrative Agent on or prior to the date of such sale, assignment, conveyance, contribution or other transfer) to such New Dutch Holdco in accordance with Section 6.4(b), (c) complied, and caused New Dutch Holdco to have complied, in all respects with Section 5.9 with respect to the formation of New Dutch Holdco and the Disposition of assets of AVG Holding, AVG Technologies or the Surviving Borrower, as applicable, to New Dutch Holdco in accordance with clause (b) to at all times maintain a perfected first-priority security interest of the Administrative Agent, for the ratable benefit of the Secured Parties, in all Collateral and (d) delivered, or caused to be delivered, to the Administrative Agent a legal opinion of counsel to the Loan Parties in form and substance reasonably satisfactory to the Administrative Agent with respect to the creation and perfection of the security interests in favor of the Administrative Agent in Collateral owned by New Dutch Holdco and as to such other matters as the Administrative Agent may reasonably request.
Permitted IPO means a public offering of securities in the Borrowers, or any Holding Company owning the Borrowers, which meets the following criteria: