Qualified High Yield Offerings definition

Qualified High Yield Offerings. Section 2.4 Amendment to Section 1.03. Section 1.03 of the Credit Agreement is hereby amended by adding the following sentence at the end of Section 1.03: Notwithstanding anything to the contrary contained in the foregoing, to the extent that all or any portion of the calculation of the financial covenants contained in Sections 7.10, 7.11, 7.12, 7.13 and 7.14 are calculated in accordance with GAAP, such calculation shall be in accordance with GAAP in effect as of the Fifth Amendment Effective Date.
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Qualified High Yield Offerings means one or more issuances on or before the first anniversary of the Effective Date of subordinated, unsecured debt securities by the Company and/or one or more of its Subsidiaries (which may be guaranteed by the Company and any of its Subsidiaries on a subordinated basis) in an aggregate principal amount not to exceed $300,000,000 at any one time outstanding with a maturity date after the Term Loan Maturity Date and with an average life to maturity greater than that of the Term Loans (as of the date of each such Qualified High Yield Offering).
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Qualified High Yield Offerings means one or more Designated issuances after June 8, 2001 and on or before September 1, 2001, of subordinated, unsecured debt securities by the Company and/or one or more of its Subsidiaries (which may be guaranteed by the Company and any of its Subsidiaries on a subordinated basis) in an aggregate principal amount not to exceed $200,000,000 at any one time outstanding the terms of which are substantially identical to the BOSC Senior Subordinated Notes Indenture or are otherwise consented-to by the Majority Banks and that have (a) a maturity date after the Term Loan Maturity Date or the Tranche C Term Loan Maturity Date and (b) an average life to maturity greater than that of the Term Loans (as of the date of each such Qualified High Yield Offering).
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Examples of Qualified High Yield Offerings in a sentence

  • Not later than the third Business Day following the date of receipt of the proceeds from Qualified High Yield Offerings, Borrower shall make a prepayment in respect of the Revolving Loans equal to the Net Proceeds thereof.


More Definitions of Qualified High Yield Offerings

Qualified High Yield Offerings means one or more issuances of subordinated, unsecured debt securities by the Company and/or one or more of its Subsidiaries (which may be guaranteed by the Company and any of its Subsidiaries on a subordinated basis) that have (i) subordination terms of which are substantially similar to the BOSC Senior Subordinated Notes Indenture or are more favorable to senior creditors (as determined by the Administrative Agent) or that are otherwise consented-to by the Majority Banks, (ii) covenants that are no more restrictive or materially more burdensome to the Company and/or its Subsidiaries than the BOSC Senior Subordinated Notes Indenture (as determined by the Administrative Agent) or are otherwise consented to by the Majority Banks, (iii) no provisions that restrict in any manner the right of the Company or its Subsidiaries to grant or suffer to exist Liens in their assets or stock in favor of the Agent or any of the Banks to secure the Obligations and (iv) no payments of principal or sinking fund amounts due before, and have maturities that are at least, 180 days after the Tranche C Term Loan Maturity Date.
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Related to Qualified High Yield Offerings

  • Qualified Equity Offering means the sale and issuance for cash by the Corporation to persons other than the Corporation or any of its subsidiaries after the Original Issue Date of shares of perpetual Preferred Stock, Common Stock or any combination of such stock, that, in each case, qualify as and may be included in Tier 1 capital of the Corporation at the time of issuance under the applicable risk-based capital guidelines of the Corporation’s Appropriate Federal Banking Agency (other than any such sales and issuances made pursuant to agreements or arrangements entered into, or pursuant to financing plans which were publicly announced, on or prior to October 13, 2008).

  • Qualified Equity Financing means the first sale (or series of related sales) by the Company of its Preferred Stock following the Date of Issuance from which the Company receives gross proceeds of not less than $1,000,000 (excluding the aggregate amount of securities converted into Preferred Stock in connection with such sale or series of related sales).

  • Public Equity Offering means an underwritten primary public offering of common stock of the Company pursuant to an effective registration statement under the Securities Act.

  • Qualified Financing is a transaction or series of transactions pursuant to which the Company issues and sells shares of its capital stock for aggregate gross proceeds of at least $5,000,000 (excluding all proceeds from the incurrence of indebtedness that is converted into such capital stock, or otherwise cancelled in consideration for the issuance of such capital stock) with the principal purpose of raising capital.

  • Qualified Securitization Financing means any Securitization Financing of a Securitization Subsidiary that meets the following conditions: (i) the Board of Directors of the Borrower shall have determined in good faith that such Securitization Financing (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Borrower and the Securitization Subsidiary, (ii) all sales of Securitization Assets and related assets to the Securitization Subsidiary are made at fair market value (as determined in good faith by the Borrower) and (iii) the financing terms, covenants, termination events and other provisions thereof shall be market terms (as determined in good faith by the Borrower) and may include Standard Securitization Undertakings. The grant of a security interest in any Securitization Assets of the Borrower or any of its Restricted Subsidiaries (other than a Securitization Subsidiary) to secure Indebtedness hereunder and under any other Credit Agreement or any permitted additional Indebtedness with Pari Passu Lien Priority and any Refinancing Indebtedness with respect thereto shall not be deemed a Qualified Securitization Financing.

  • Performing Non-Cash Pay High Yield Securities means Performing High Yield Securities other than Performing Cash Pay High Yield Securities.

  • High Yield Securities means debt Securities and Preferred Stock, in each case (a) issued by public or private issuers, (b) issued pursuant to an effective registration statement or pursuant to Rule 144A under the Securities Act (or any successor provision thereunder) or other exemption to the Securities Act and (c) that are not Cash Equivalents, Mezzanine Investments or Bank Loans.

  • Net Proceeds Offer Trigger Date has the meaning set forth in Section 4.16.

  • Performing Cash Pay High Yield Securities means High Yield Securities (a) as to which, at the time of determination, not less than 2/3rds of the interest (including accretions and “pay-in-kind” interest) for the current monthly, quarterly, semiannual or annual period (as applicable) is payable in cash and (b) which are Performing.

  • Net Offering Proceeds means all cash or other assets received by General Partner or Borrower as a result of the issuance or sale of common shares of beneficial interest, preferred shares of beneficial interest, partnership interests, preferred partnership units, limited liability company interests, Convertible Securities or other ownership or equity interests in General Partner or Borrower less customary costs and discounts of issuance paid by General Partner or Borrower, as the case may be.

  • Qualified Securities means securities of a reporting issuer that carry the right to participate in voting on the appointment or removal of the reporting issuer’s auditor;

  • Non-Performing High Yield Securities means High Yield Securities other than Performing High Yield Securities.

  • Replacement Term Loans shall have the meaning provided in Section 13.1.

  • Initial Term Loans means the term loans made by the Lenders on the Closing Date to the Borrower pursuant to Section 2.01(a).

  • Underwritten Net Cash Flow means, as of any date of determination, the excess of: (i) for the twelve (12) month period ending on such date, the sum of (A) the lesser of (1) GPR multiplied by 94.0%, and (2) Actual Rent Collections, and (B) Other Receipts; over (ii) for the twelve (12) month period ending on such date, the sum of (A) Operating Expenses, adjusted to reflect exclusion of amounts representing non-recurring expenses, (B) Underwritten Capital Expenditures and (C)

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Issuer or any of its direct or indirect parent companies (excluding Disqualified Stock), other than:

  • Qualified Initial Public Offering means a firm underwritten offering of the Company pursuant to a registration statement under the Securities Act (i) of common Capital Stock having an aggregate gross offering price of at least $50,000,000 and (ii) reasonably expected to result in more than 100 holders of record of Voting Stock of the Company (exclusive of holdings of Affiliates and employees of the Company).

  • Qualifying student means a student who is a South Carolina resident and who is eligible to be enrolled in a South Carolina secondary or elementary public school at the kindergarten or later year level for the current school year.

  • Initial Term Facility means the Initial Term Loan Commitments and the Initial Term Loans made hereunder.

  • Qualified Securitization Facility means any Securitization Facility (1) constituting a securitization financing facility that meets the following conditions: (a) the Board of Directors will have determined in good faith that such Securitization Facility (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Borrower and the applicable Restricted Subsidiary or Securitization Subsidiary and (b) all sales or contributions of Securitization Assets and related assets to the applicable Person or Securitization Subsidiary are made at fair market value (as determined in good faith by the Borrower) or (2) constituting a receivables financing facility.

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

  • Qualified IPO means the issuance by Holdings or any direct or indirect parent of Holdings of its common Equity Interests in an underwritten primary public offering (other than a public offering pursuant to a registration statement on Form S-8) pursuant to an effective registration statement filed with the U.S. Securities and Exchange Commission in accordance with the Securities Act (whether alone or in connection with a secondary public offering).