Recapitalization Transactions definition

Recapitalization Transactions means the consensual recapitalization of certain of the Company Parties’ outstanding indebtedness and equity interests consisting of the consummation of the exchange offers involving the exchange of the Notes and/or the PIK Toggle Notes for New Third Lien Notes, the issuance of the New Second Lien Notes and the issuance of the MYT Holdco Series A Preferred Stock and the MYT Holdco Series B Preferred Stock on terms and conditions consistent with the Transaction Support Agreement.

Recapitalization Transactions means the Merger, each other transaction contemplated by the Recapitalization Documents, the payment of Indebtedness to be Repaid and the payment of fees and expenses in connection with the Transactions.

Recapitalization Transactions shall have the meaning set forth in the Recitals.

Examples of Recapitalization Transactions in a sentence

• The Releasing Parties will be bound by this Section 11.19(e) notwithstanding the nature of any Claim, Cause of Action, or litigation relating to the Recapitalization Transactions or any judgment or order entered on any such Claim, Cause of Action or litigation.

• The Recapitalization Transactions and the Petro Acquisition shall have been completed or shall be completed concurrently on the terms and conditions set forth in the Recapitalization Agreement and the Petro Acquisition Purchase Agreement, respectively.

• The Administrative Agent shall have received a solvency certificate from a Financial Officer of the Borrower Representative certifying to and documenting the solvency of the Borrowers and their Subsidiaries after giving effect to the Recapitalization Transactions, the Petro Acquisition and the Transactions.

• Notwithstanding anything to the contrary in the foregoing, the Releases set forth above do not release (1) any party or entity from their obligations under the Commitment Letter or (2) any post-Effective Date obligations of any party or Entity under this Agreement, the Definitive Documents, any Recapitalization Transaction, the Commitment Letter, or any document, instrument, or agreement executed to implement the Recapitalization Transactions.

• The Recapitalization Documents listed on Schedule 3.23 attached hereto constitute all of the material agreements, instruments and undertakings to which any of the Loan Parties is bound or by which any such Person or any of its Property is bound or affected relating to, or arising out of, the Recapitalization Transactions (including, without limitation, any agreements, instruments or undertakings assumed pursuant to the Recapitalization Agreement).

More Definitions of Recapitalization Transactions

Recapitalization Transactions has the meaning set forth in Section 3 hereof.

Recapitalization Transactions means the transactions contemplated by the Recapitalization Agreement, including, without limitation, (a) the acquisition by JCP Funds, existing management of the Borrowers and one or more additional co-investors of all of the outstanding equity interests in the US Borrower and Pipe which are currently held by investment funds managed by FS Private Investments III LLC, current management of the Borrowers and one or more other co-investors, (b) the borrowing by Holdings, the US Borrower and EMCayman of the Term Loans, and (c) the repayment in full of all existing indebtedness of the Loan Parties and their Subsidiaries other than Indebtedness permitted under Section 6.01.

Recapitalization Transactions has the meaning set forth in the recitals to this Agreement.

Recapitalization Transactions means the repurchases of securities of the Company set forth on Schedule 1.

Recapitalization Transactions collectively, the Recapitalization, the repayment of certain Indebtedness and the other transactions contemplated by the Recapitalization Documentation, any other transactions consummated in connection with any of the foregoing (including, without limitation, the payment of transaction fees and expenses) and the financing of any of the foregoing.

Recapitalization Transactions the incurrence by the Borrower of Tranche C Term Loans, and the use of the net proceeds thereof, together with other funds, to (i) pay dividends or make other distributions (including payments in respect of stock options) to holders of the Capital Stock of the Borrower, Holdings or any Parent Company and (ii) pay, or permit Holdings or any Parent Company to pay, amounts due in respect of the Deferred Obligation Amount under and as defined in the Merger Agreement. 30

Recapitalization Transactions means the transactions contemplated by the Recapitalization Agreement.