Permitted Senior Unsecured Notes means senior unsecured notes of the Borrower (which may be guarantied by any Guarantor) issued pursuant to an effective registration statement under the Securities Act of 1933, as amended, or Rule 144A thereunder.
Permitted Senior Unsecured Notes means (i) until the consummation of the Permitted Notes Refinancing, the Senior Unsecured Notes and (ii) from and after the consummation of the Permitted Notes Refinancing, the Permitted Refinancing Senior Unsecured Notes.”
Permitted Senior Unsecured Notes means those notes (whether senior, senior subordinated, or subordinated) that may be issued by the Parent or the Borrower (or by any Credit Party as co-issuer); provided that such Permitted Senior Unsecured Notes shall: (a) be unsecured; (b) not provide for any scheduled payment of principal, mandatory Redemptions or scheduled sinking fund payment on or before the date that is at least 180 days following the Revolving Credit Maturity Date in effect at the time of issuance (other than provisions requiring Redemption or offers to Redeem in connection with asset sales or a change in control); and (c) contain financial and negative covenants and events of default that are, taken as a whole, no more restrictive with respect to the Credit Parties than the financial and negative covenants and Events of Default herein (as determined in good faith by senior management of the Parent).
Examples of Permitted Senior Unsecured Notes in a sentence
In the event the Parent or the Borrower intends to issue Permitted Senior Unsecured Notes, prior written notice of such intended offering of such Permitted Senior Unsecured Notes, the amount thereof, and the anticipated date of closing and promptly when available will furnish a copy of the preliminary offering memorandum (if any) and the final offering memorandum (if any).
For the avoidance of doubt, there shall be no reduction of the Borrowing Base upon the issuance of the Specified Permitted Senior Unsecured Notes so long as the foregoing conditions are satisfied as of the date of such issuance of the Specified Permitted Senior Unsecured Notes.
Section 2.07(e) is hereby amended and restated in its entirety to read as follows: (e) Automatic Reduction of Borrowing Base – Issuance of Permitted Senior Unsecured Notes or Permitted Second Lien Debt .
Notwithstanding the foregoing, no such reduction to the Borrowing Base shall be required with respect to Permitted Senior Unsecured Notes in an aggregate stated principal amount not to exceed $200,000,000 issued by any Loan Party prior to delivery of the New Borrowing Base Notice for the Scheduled Redetermination scheduled to occur on or about October 1, 2018 (and for the avoidance of doubt, any principal amounts issued in excess thereof during such period shall be subject to the foregoing reduction).
Section 9.01 Financial Covenants 77 Section 9.02 Debt 77 Section 9.03 Liens 78 Section 9.04 Dividends, Distributions and Repayment of Permitted Senior Unsecured Notes 78 Section 9.05 Investments and Loans 79 Section 9.06 Nature of Business; No International Operations 80 Section 9.07 Limitation on Leases 80 Section 9.08 Proceeds of Notes 80 Section 9.09 ERISA Compliance 81 Section 9.10 Sale or Discount of Receivables 82 Section 9.11 Mergers, Etc.
More Definitions of Permitted Senior Unsecured Notes
Permitted Senior Unsecured Notes the senior unsecured notes to be issued and sold on or prior to the First Amendment Effective Date pursuant to a Rule 144A (with or without registration rights) or other private placement, the proceeds of which are intended to finance the Transactions and Transaction Costs (including, subject to the following proviso, any interim unsecured bridge financing entered into or incurred in lieu thereof); provided that the aggregate gross proceeds of the Permitted Senior Unsecured Notes may not exceed $600,000,000 unless, on or prior to the date of such issuance, either (i) the amount of committed financing provided to the Borrower by JPMorgan Chase Bank, N.A., Xxxxxxx Xxxxx Bank USA and/or certain other financial institutions for purposes of consummating the Transactions and Transaction Costs is reduced by the amount of such excess, (ii) the contemplated amount of Revolving Extensions of Credit under the Revolving Facility previously identified by the Borrower to the Administrative Agent as a source of financing in part for the Transactions and Transaction Costs is reduced by the amount of such excess and/or (iii) the Borrower repays principal amounts outstanding under the Revolving Facility in the amount of such excess (or, to the extent the aggregate principal amount outstanding under the Revolving Facility is less than the amount of such excess, holds or funds into escrow Unrestricted Cash pending completion of the CEB Acquisition in the amount of the difference); provided further, the payment of proceeds of such notes into escrow and grant of security to secure the Permitted Senior Unsecured Notes in connection therewith prior to consummation of the Transactions shall not be deemed to result in such notes being deemed secured for purposes hereof for so long as such escrow remains in effect.
Permitted Senior Unsecured Notes means those notes (whether senior, senior subordinated, or subordinated, and including any such notes and Convertible Notes issued prior to the Effective Date) that may be issued by the Parent or the Borrower (or by any Credit Party as co-issuer); provided that such Permitted Senior Unsecured Notes shall: (a) be unsecured; (b) not provide for any scheduled payment of principal, mandatory Redemptions or scheduled sinking fund payment on or before the date that is at least one hundred eighty (180) days following the Maturity Date in effect at the time of issuance which, for such notes issued before the Effective Date, shall be the “Maturity Date” as defined in the Existing A&R Credit Agreement (other than provisions requiring Redemption or offers to Redeem in connection with asset sales or a change in control); and (c) contain financial and negative covenants and events of default that are, taken as a whole, no more restrictive with respect to the Credit Parties than the financial and negative covenants and Events of Default herein (as determined in good faith by senior management of the Parent), other than customary fundamental change provisions with respect to Convertible Notes.
Permitted Senior Unsecured Notes means those notes that may be issued by the Parent or the Borrower (or by any Loan Party as co-issuer); provided that such Senior Unsecured Notes shall: (a) be in a principal amount not to exceed the greater of (i) $300,000,000 and (ii) 100% of the Borrowing Base in effect at the time of issuance (before giving effect to any reduction thereto pursuant to Section 2.07(e)) in the aggregate; (b) be unsecured; (c) not provide for any scheduled payment of principal, scheduled mandatory Redemption or scheduled sinking fund payment on or before the date that is at least 180 days following the Maturity Date in effect at the time of issuance; and (d) contain covenants and events of default that are, taken as a whole, no more restrictive with respect to the Loan Parties than the covenants and Events of Default herein (as determined in good faith by senior management of the General Partner).
Permitted Senior Unsecured Notes means those notes (whether senior, senior subordinated, or subordinated, and including any such notes and Convertible Notes issued prior to the Effective Date) that may be issued by the Parent or the Borrower (or by any Credit Party as co-issuer); provided that such Permitted Senior Unsecured Notes shall: (a) be unsecured; (b) not provide for any scheduled payment of principal, mandatory Redemptions or scheduled sinking fund payment on or before the date that is at least one hundred eighty (180) days following the Latest Maturity Date in effect at the time of issuance which, for such notes issued before the Effective Date, shall be the “Maturity Date” as defined in the Existing A&R Credit Agreement (other than provisions requiring Redemption or offers to Redeem in connection with asset sales or a change in control); and (c) contain financial and negative covenants and events of default that are, taken as a whole, no more restrictive with respect to the Credit Parties than the financial and negative covenants and Events of Default herein (as determined in good faith by senior management of the Parent), other than customary fundamental change provisions with respect to Convertible Notes.
Permitted Senior Unsecured Notes shall include any Permitted Exchange Senior Unsecured Notes issued pursuant to the relevant Permitted Senior Unsecured Notes Indenture in exchange for outstanding Permitted Senior Unsecured Notes, as contemplated by the definition of “Permitted Exchange Senior Unsecured Notes”. The issuance of Permitted Senior Unsecured Notes shall be deemed to be a representation and warranty by the Borrower that all conditions thereto have been satisfied in all material respects and that same is permitted in accordance with the terms of this Agreement, which representation and warranty shall be deemed to be a representation and warranty for all purposes hereunder, including, without limitation, Sections 4.02 and 8.
Permitted Senior Unsecured Notes means those notes that may be issued by the Borrower (or by any Loan Party as co-issuer); provided that (a) the Borrower shall be in pro forma compliance with all financial covenants set forth in Section 9.01 before and after giving effect to such issuance and the contemporaneous repayment of any other Debt with the proceeds thereof, (b) no Default or Event of Default shall exist or result therefrom, (c) no Borrowing Base Deficiency results from such issuance after giving effect to (i) any automatic reduction in the Borrowing Base pursuant to Section 2.07(e) and (ii) any mandatory prepayments made pursuant to Section 3.04(c), and (d) such notes shall: (i) be unsecured; (ii) not provide for any scheduled payment of principal, scheduled mandatory Redemption or scheduled sinking fund payment on or before the date that is at least 180 days following the Maturity Date in effect at the time of issuance; (iii) not contain financial covenants other than those contained in Section 9.01 (or incorporated herein by reference) and such financial covenants shall not be more restrictive as to the Borrower than those contained in Section 9.01 (or incorporated herein by reference); and (iv) not contain other covenants and events of default that are, taken as a whole, more restrictive with respect to the Loan Parties than the covenants and Events of Default herein (as determined in good faith by senior management of the Borrower).
Permitted Senior Unsecured Notes means those notes (whether senior, senior subordinated, or subordinated) that may be issued by the Parent or the Borrower (or by any Credit Party as co-issuer); provided that such Permitted Senior Unsecured Notes shall: (a) be in a principal amount not to exceed $500,000,000, (b) be unsecured; (c) not provide for any scheduled payment of principal, mandatory Redemptions or scheduled sinking fund payment on or before the date that is at least 180 days following the Revolving Credit Maturity Date in effect at the time of issuance (other than provisions requiring Redemption or offers to Redeem in connection with asset sales or a change in control); and (d) contain financial and negative covenants and events of default that are, taken as a whole, no more restrictive with respect to the Credit Parties than the financial and negative covenants and Events of Default herein (as determined in good faith by senior management of the Parent).