Private Placement Commitments definition

Private Placement Commitments means, collectively, the equity purchase commitment, expressed in a dollar amount, of each Private Placement Party as set forth on Schedule E hereto. “Private Placement Party Confidentiality Agreements” means, collectively, the non- disclosure agreements entered into by each of the Private Placement Parties with Concordia in connection with the Recapitalization Transaction. “Private Placement Payment Amount” means, in respect of a Private Placement Party, an amount equal to its original Private Placement Commitment, which, for greater certainty, is required to be funded by such Private Placement Party by the Private Placement Funding Deadline pursuant to this Agreement and the Plan. “Private Placement Shares” means the Common Shares subscribed for by the Private Placement Parties pursuant to this Agreement to be issued pursuant to the Private Placement and the Plan, the Issue Price of which shall in the aggregate be equal to the Total Offering Size. “Regulation D” means Regulation D as promulgated by the U.S. Securities Commission under the U.S. Securities Act. “Regulation S” means Regulation S as promulgated by the U.S. Securities Commission under the U.S. Securities Act. “Remaining Private Placement Parties” means the Private Placement Parties other than any Defaulting Private Placement Parties, Non-Investing Private Placement Parties or Objecting Private Placement Parties at the applicable time. “Representatives” means, collectively, directors, officers, employees, auditors, financial and legal advisors or other agents. “Securities Laws” means, collectively, Canadian Securities Laws and U.S. Securities Laws. “Support Agreement” means the support agreement dated as of the date hereof entered into by the Consenting Debtholders and Concordia regarding the Recapitalization Transaction, as it may be amended, supplemented, or modified from time to time. “Total Commitment Consideration” means cash in the amount of $44 million, which amount may be proportionately reduced to the extent that the Total Offering Size is reduced pursuant to the terms of this Agreement, payable to the Private Placement Parties as consideration for the Private Placements Parties’ Private Placement Commitments and the other agreements herein. “Total Offering Size” means $586.5 million, subject to any reduction in accordance with Section 1(e) of this Agreement.
Sample 1
Private Placement Commitments means, collectively, the equity purchase commitment, expressed in a dollar amount, of each Private Placement Party as set forth on Schedule E hereto.
Sample 1
Private Placement Commitments has the meaning given to it in the Term Sheet. “Private Placement Parties” has the meaning given to it in the Term Sheet. “Private Placement Shares” has the meaning given to it in the Term Sheet.
Sample 1

Examples of Private Placement Commitments in a sentence

  • Schedule 3 shall be revised as necessary without requiring a written instrument signed by the Company and the Requisite Financing Parties to reflect conforming changes in the composition of the Replacement Private Placement Parties and Private Placement Commitments as a result of any Private Placement Investor Replacement Period in compliance with this Section 2.3(b).

  • Upon execution and delivery of the BCA Joinder Agreement such holder of a Senior Notes Claim will be deemed a Subsequent Private Placement Investor for all purposes hereunder, Schedule 3b and Schedule 3d shall be updated to include their commitment and all other Private Placement Investors’ Private Placement Commitments hereunder shall be adjusted proportionately to take into account such Subsequent Private Placement Investor’s Private Placement Commitment.


More Definitions of Private Placement Commitments

Private Placement Commitments has the meaning given to it in the Term Sheet. “Private Placement Parties” has the meaning given to it in the Term Sheet. “Private Placement Shares” has the meaning given to it in the Term Sheet. “Pro-Rata Share” has the meaning given to it in the Term Sheet. “Recapitalization Transaction” has the meaning given to it in the preamble hereto. “Recapitalization Transaction Terms” has the meaning given to it in the preamble hereto. “Regulation S” means Regulation S as promulgated by the United States Securities and Exchange Commission under the United States Securities Act of 1933, as amended from time to time, and the rules and regulations promulgated thereunder, or any successor statute. “Released Parties” has the meaning given to it in Section 10. “Releases” has the meaning given to it in Section 10. “Relevant Debt” means, collectively, all Relevant Secured Debt, Total Secured Debt, Relevant Unsecured Debt and/or Total Unsecured Debt held by a Consenting Debtholder. “Relevant Secured Debt” has the meaning given to it in Section 2(a)(i). “Relevant Shares” has the meaning given to it in Section 2(a)(iii). “Relevant Unsecured Debt” has the meaning given to it in Section 2(a)(ii). “Representatives” has the meaning given to it in Section 14. “Sanctioned Country” means, at any time, a country, region or territory which is itself the subject or target of any Sanctions (at the time of this Agreement, Crimea, Cuba, Iran, North Korea, and Syria). “Sanctioned Person” means, at any time, (a) any Person listed in any Sanctions-related list of designated Persons maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury, the U.S. Department of State, or by the United Nations Security Council, the
Sample 1
Private Placement Commitments has the meaning set forth in the Private Placement Agreement.
Sample 1

Related to Private Placement Commitments

  • Private Placement (or “limited offering”) means an offering that is exempt from registration under the 1933 Act pursuant to Section 4(2) or Section 4(6) of the 1933 Act or pursuant to rule 504, rule 505 or rule 506 under the 1933 Act.

  • Replacement Revolving Commitments shall have the meaning assigned to such term in Section 2.22.

  • Replacement Revolving Facility Commitments shall have the meaning assigned to such term in Section 2.21(l).

  • Private Placement Units shall have the meaning given in the Recitals hereto.

  • Commitment Date has the meaning specified in Section 2.18(b).

  • Private Placement Lock-up Period means, with respect to Private Placement Warrants that are held by the initial purchasers of such Private Placement Warrants or their Permitted Transferees, and any of the Ordinary Shares issued or issuable upon the exercise or conversion of the Private Placement Warrants and that are held by the initial purchasers of the Private Placement Warrants or their Permitted Transferees, the period ending 30 days after the completion of the Company’s initial Business Combination.

  • Term Commitments means a Term B Commitment or a commitment in respect of any Incremental Term Loans or any combination thereof, as the context may require.

  • Incremental Loan Commitments has the meaning assigned thereto in Section 5.13(a)(ii).

  • Incremental Revolving Commitments has the meaning specified in Section 2.14(a).

  • Existing Revolving Commitments has the meaning specified in Section 2.17(b).

  • Total Revolving Commitments at any time, the aggregate amount of the Revolving Commitments then in effect.

  • New Commitments has the meaning set forth in Section 2.18(a).

  • Other Revolving Commitments means one or more Classes of revolving credit commitments hereunder or extended Revolving Commitments that result from a Refinancing Amendment or a Loan Modification Agreement.

  • New Loan Commitments shall have the meaning provided in Section 2.14(a).

  • Term Loan Commitments means the aggregate amount of such commitments of all Lenders.

  • Refinancing Revolving Commitments means one or more Classes of Revolving Loan commitments hereunder that result from a Refinancing Amendment.

  • Commitment Increase Date has the meaning assigned to such term in Section 2.08(e).

  • New Revolving Commitments has the meaning assigned to such term in Section 2.04.

  • Additional Commitments means any commitments hereunder added pursuant to Section 2.22, 2.23 or 9.02(c).

  • Tranche B Term Loan Commitments means such commitments of all Lenders in the aggregate. The amount of each Lender’s Tranche B Term Loan Commitment, if any, is set forth on Appendix A-2 or in the applicable Assignment Agreement, subject to any adjustment or reduction pursuant to the terms and conditions hereof. The aggregate amount of the Tranche B Term Loan Commitments as of the Third Restatement Date is $600,000,000.

  • Revolving Commitment Increase has the meaning set forth in Section 2.14(a).

  • Incremental Commitments has the meaning set forth in Section 2.14(a).

  • Aggregate Revolving Commitments means the Revolving Commitments of all the Lenders. The amount of the Aggregate Revolving Commitments in effect on the Closing Date is SIX HUNDRED MILLION DOLLARS ($600,000,000).

  • Other Revolving Facility Commitments means Incremental Revolving Facility Commitments to make Other Revolving Loans.

  • Revolving Loan Commitments means such commitments of all Lenders in the aggregate.

  • Revolving Commitments means such commitments of all Lenders in the aggregate. The amount of each Lender’s Revolving Commitment, if any, is set forth on Appendix A or in the applicable Assignment Agreement, subject to any adjustment or reduction pursuant to the terms and conditions hereof. The aggregate amount of the Revolving Commitments as of the Closing Date is $500,000,000.