Refinancing Condition definition

Refinancing Condition means, in connection with any issuance of Replacement Debt in respect of any of the Senior Notes, the following condition shall be required to be satisfied substantially simultaneously with the incurrence of such Replacement Debt: such Senior Notes shall have been (a) paid in full, (b) defeased in accordance with the terms of the indenture for such Senior Notes, (c) called for redemption in accordance with the indenture for such Senior Notes and an amount (in the form required, if any) as shall be sufficient to pay the entire principal of, premium, if any, and interest on such Senior Notes on the applicable redemption date (the “Segregated Funds”) shall have been (i) irrevocably deposited with the trustee for such Senior Notes, in trust, for the benefit of the holders of the Senior Notes, (ii) irrevocably deposited into an escrow with the Administrative Agent or its designee, such escrow to be on terms and conditions reasonably satisfactory to the Administrative Agent, such escrowed amounts to be used only for the purpose of paying the principal of, premium, if any, and interest on such Senior Notes on the applicable redemption date, or (iii) any combination of clauses (i) and (ii) immediately above, or (d) any combination of clauses (a), (b) or (c) immediately above.

Refinancing Condition means each of the following conditions for Refinancing Debt:

Refinancing Condition means the first date on which the Company's Consolidated Senior Indebtedness, excluding the Company's 13?% Senior Notes due 2006, any Indebtedness secured under the Pledge Agreement or secured in connection with the GID Refinancing, is equal to or less than 15% of the Company's total consolidated Indebtedness.

Examples of Refinancing Condition in a sentence

• Borrowed Money that is the result of an extension, renewal or refinancing of the Term Loan Indebtedness or Debt permitted under Section 10.2.1(b), (d), (f), or (x), in each case, so long as each Refinancing Condition is satisfied and, in the case of the Term Loan Indebtedness, is permitted by and in accordance with the Intercreditor Agreement.

• Borrowed Money that is the result of an extension, renewal or refinancing of the Term Loan Indebtedness or Debt permitted under Section 10.2.1(b), (d), (f) or (x), in each case, so long as each Refinancing Condition is satisfied and, in the case of the Term Loan Indebtedness, is permitted by and in accordance with the Intercreditor Agreement.

• No Borrower shall sell, lease or otherwise dispose of, or refinance any Equipment constituting a portion of the Collateral, without the prior written consent of Agent, other than (a) a Permitted Asset Disposition; (b) a refinancing constituting a Refinancing Debt (other than a Collateral Refinancing Debt) provided that each Refinancing Condition is satisfied; and (c) a refinancing constituting Collateral Refinancing Debt.

• Borrowed Money that is the result of an extension, renewal or refinancing of the Second Lien Notes or Debt permitted under Section 10.2.1(b), (d), (f) or (u), in each case, so long as each Refinancing Condition is satisfied.

• Refinancing Condition Each of the conditions described as such in the “Refinancing Conditions” section of this Term Sheet.

More Definitions of Refinancing Condition

Refinancing Condition means that the Borrower shall have demonstrated to the reasonable satisfaction of the Administrative Agent (acting in consultation with the Required Lenders) that (i) the sum of the Borrower’s Liquidity is greater than the Required Amount; or (ii) no more than $17,000,000 in aggregate principal amount of the Convertible Senior Notes

Refinancing Condition means the receipt by us and the availability at or prior to the Expiration Time of (i) a minimum of $100.0 million in aggregate gross proceeds, exclusive of discounts, from the Common Stock Offering and (ii) a minimum of $75.0 million in aggregate gross proceeds, exclusive of discounts, from the Convertible Notes Offering such that we have the necessary funds to pay the Purchase Price of validly tendered and not validly withdrawn Convertible Notes, plus Accrued Interest to, but not including, the Payment Date.

Refinancing Condition means the requirement for a commitment for the purchase of, or for an investment in, the Restricted Group, from an investor (whether a strategic investor, a financial investor, a private equity investor or any other investor) acceptable to an Instructing Group, such commitment to be on terms acceptable to an Instructing Group.

Refinancing Condition means that the Borrower shall have demonstrated to the reasonable satisfaction of the Administrative Agent (acting in consultation with the Required Lenders) that (a) Liquidity on the Springing Maturity Date is greater than the Required Amount on the Springing Maturity Date or (b) no more than $17,000,000 in aggregate principal amount of the Convertible Senior Notes is outstanding on the Springing Maturity Date, whether as a result of the Borrower’s repurchases of or tenders for the Convertible Senior Notes, or the conversion or repayment of the Convertible Senior Notes pursuant to surrenders for conversion by holders of the Convertible Senior Notes in accordance with the Convertible Senior Notes Indenture, or (c) on or prior to the Springing Maturity Date, the Borrower shall have defeased all of the Convertible Senior Notes pursuant to the defeasance provisions contained in the Convertible Senior Notes Indenture.

Refinancing Condition means (x) the termination or refinancing of the Facilities (as defined in the Bank Credit Agreement) or (y) the reduction of the outstanding Indebtedness (as defined in the Bank Credit Agreement) of the Borrower and its Subsidiaries in amount and in such a manner satisfactory to the Required Lenders (as defined in the Bank Credit Agreement).

Refinancing Condition means each of the following conditions for Refinancing Debt: CHAR1\1892801v4

Refinancing Condition means the closing of the offering of the New Notes, and/or such other issuances of long-term debt in a combined financing transaction in an aggregate principal amount of at least $4,400 million, such that we have the necessary funds, together with cash on hand, to pay the Total Consideration or the Tender Offer Consideration, as applicable, of validly tendered and not validly withdrawn Notes, plus Accrued Interest on such Notes to, but not including, the applicable Payment Date, plus all fees and expenses incurred in connection with the Offer and such refinancing transactions. Notwithstanding the foregoing, we expressly reserve the right, in our sole discretion but subject to applicable law, to terminate the Offer prior to the Expiration Time and not accept for payment any Notes tendered in the Offer if we determine, in our reasonable judgment, that the Refinancing Condition cannot be satisfied, which makes it inadvisable to proceed with the Offer or with acceptance for payment any Notes tendered in the Offer. See “Terms of the Offer—Source and Amount of Funds” for additional information on the New Notes.