Permitted Stock Repurchase means any repurchase of the Qualified Equity Interests of the Borrower permitted under Section 9.6(d).
Permitted Stock Repurchase means the Borrower’s purchase, redemption or other acquisition of the shares of its common stock or other Equity Interests (including, but not limited to, securities convertible into or exchangeable for shares of its capital stock) for solely cash consideration (a “Stock Repurchase”) with respect to which all of the following conditions shall have been satisfied:
Permitted Stock Repurchase means the repurchase by Borrower of the issued and outstanding Stock of Borrower from any owner of the Stock of Borrower consistent with past practice and the payment of reasonable fees and expenses related thereto and required to be paid by Borrower in connection with such repurchase, in each case, to the extent, but only to the extent, that the amounts paid for such fees and expenses are actually paid or payable to a Person that is not an Affiliate of Borrower or any of its Subsidiaries and are properly attributable to such transaction, so long as (i) such repurchase is pursuant to a repurchase agreement or similar agreements approved by the Board of Directors; (ii) no Default or Event of Default has occurred and is continuing or would result; (iii) Borrower and its Subsidiaries would have Excess Availability plus Qualified Cash of at least $25,000,000 after taking into account all payments to be made by Borrower in connection with such repurchase; (iv) such repurchase is permitted under the laws of Delaware and any other applicable laws; and (v) if Borrower receives a fairness or analogous opinion in respect of such repurchase, Borrower delivers a copy of such opinion to Agent
Examples of Permitted Stock Repurchase in a sentence
Purchase or acquire obligations or Equity Interests of any Person (other than another Loan Party), other than (a) Permitted Investments and (b) the Closing Date Permitted Stock Repurchase.
No Loan Party shall purchase, acquire or carry any Margin Stock (other than pursuant to a Permitted Stock Repurchase).
No proceeds of any Loan or any Letter of Credit will be used, whether directly or indirectly, to purchase, acquire or carry any Margin Stock or to extend credit, directly or indirectly, to any Person for the purpose of purchasing or carrying any Margin Stock (other than for a Permitted Stock Repurchase consummated in compliance with this Agreement and applicable Governmental Rules).
No part of the proceeds of any Loan or any Letter of Credit shall be used, whether directly or indirectly, (A) to purchase, acquire or carry any Margin Stock (other than for a Permitted Stock Repurchase or Permitted Acquisition, in each case, consummated in compliance with this Agreement and applicable Governmental Rules) or (B) for any purpose that entails a violation of any of the regulations of the Federal Reserve Board, including Regulations T, U, and X.
The actions of the Loan Parties in connection with any Permitted Stock Repurchase and any and all transactions entered into or consummated by a Loan Party in connection with such Permitted Stock Repurchase (including the purchase of the stock of the Borrower) will be and have been consummated in accordance with applicable Governmental Rules (including, without limitation, the General Corporation Law of the State of Delaware).
More Definitions of Permitted Stock Repurchase
Permitted Stock Repurchase means a purchase by the Lead Borrower of Capital Stock of the Lead Borrower so long as, after giving effect to such purchase, (a) no Default or Event of Default then exists or would arise of a result of making such purchase, (b) pro forma Excess Availability on a projected basis for the six (6) months following such purchase exceeds fifteen (15%) percent of the Loan Cap, and (b) the Loan Parties shall have provided the Administrative Agent with a certificate from a Financial Officer demonstrating to the reasonable satisfaction of the Administrative Agent that, on a pro forma basis (after giving effect to such purchase), the Loan Parties, taken as a whole, are, and will be, Solvent.
Permitted Stock Repurchase means any repurchase by any Borrower of the common stock of such Borrower pursuant to a stock repurchase authorization approved by the Board of Directors of the applicable Borrower, in each case to the extent the same are expressly permitted pursuant to the terms of this Agreement.
Permitted Stock Repurchase means any repurchase by the Parent Borrower of shares of its common stock so long as (a) after giving effect to such repurchase, (i) the Parent Borrower shall be in compliance, on a PRO FORMA basis, with all covenants set forth in this Agreement, including the covenants contained in Section 6.10, 6.11 and 6.12, which shall be recomputed as at the last day of the most recently ended fiscal quarter (for which financial information has been delivered pursuant to Section 5.04) of the Parent Borrower as if such repurchase had occurred on the first day of each relevant period for testing such compliance, and the Parent Borrower shall have delivered to the Administrative Agent an officers' certificate to such effect for any repurchase that exceeds $10,000,000 and (ii) on the date of such repurchase and immediately after giving effect thereto, no Default or Event of Default shall exist, (b) the aggregate amount expended by the Parent Borrower in connection with all Permitted Stock Repurchases shall not exceed during the term of this Agreement $27,207,346 and (c) after giving effect to any such repurchase, the aggregate amount of cash on the Parent Borrower's consolidated balance sheet PLUS the remaining available balance of the Total Commitment shall be at least equal to $50,000,000.
Permitted Stock Repurchase is amended to read as follows:
Permitted Stock Repurchase. Upon the effectiveness of this Amendment, the definition of "Permitted Stock Repurchase" contained in Appendix A to the Loan Agreement shall be amended by deleting such definition in its entirety and replacing it as follows: "Permitted Stock Repurchase - any share repurchase of the capital stock of the Company, provided that (i) the aggregate amount of all such stock repurchases calculated from and after April 4, 2005 (and exclusive of the amount of any stock repurchases by the Company prior to such date), together with the aggregate amount of all Permitted Company Dividends calculated from and after April 4, 2005 (and exclusive of the amount of any cash dividends paid by the Company to its shareholders prior to such date), shall not exceed Fifty-Five Million Dollars ($55,000,000.00), (ii) both prior and after giving effect to any such stock repurchase (and any proposed Permitted Company Dividends being paid contemporaneously therewith), no Default or Event of Default shall exist and (iii) both prior to and immediately after giving effect to any such stock repurchase (and any proposed Permitted Company Dividends being paid contemporaneously therewith), and at all times during each of the next two fiscal quarters ending immediately after the date of any such stock repurchase, Borrowers shall have an Aggregate Excess Liquidity of at least Sixty Million Dollars ($60,000,000.00), and the financial information reported in the Form 10-K/10-Q reports filed by the Company with the Securities and Exchange Commission for each such two fiscal quarters shall reflect compliance as of the end of each such fiscal quarter with the foregoing Aggregate Excess Liquidity covenant. The quarterly Compliance Certificate provided by Borrowers at the end of each such fiscal quarter shall include a certification with supporting calculations as to whether or not Borrowers are in compliance with the Aggregate Excess Liquidity covenant set forth in the preceding sentence."
Permitted Stock Repurchase means the purchase by URC of shares of its common stock from time to time (a) from the proceeds of Revolving Credit Advances up to a maximum aggregate amount after June 14, 2000 not to exceed $10,000,000 (not including any amounts used for such purpose prior to such date) or (b) as otherwise approved by the Required Banks.
Permitted Stock Repurchase means the repurchase by URC of shares of its common stock from time to time during the period from October 30, 1995 through April 25, 1996 in an aggregate amount required in order to complete the stock repurchases authorized by resolutions adopted by the Board of Directors of URC on October 26, 1995 and at prices not exceeding the price approved by the Board of Directors therein.