Required Consenting Unsecured Noteholders definition

Required Consenting Unsecured Noteholders means, as of the relevant date, Consenting Unsecured Noteholders that collectively hold at least a majority of the aggregate outstanding principal amount of Unsecured Notes held by all of the Consenting Unsecured Noteholders as of such date.

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Required Consenting Unsecured Noteholders has the meaning set forth in the RSA.

Required Consenting Unsecured Noteholders means, as of the relevant date, (i) members of the Ad Hoc Committee of Unsecured Noteholders holding at least 66.67% of aggregate outstanding principal amount of the Unsecured Notes that is held by the Ad Hoc Committee of Unsecured Noteholders; or (ii) if the members of the Ad Hoc Committee of Unsecured Noteholders do not hold at least 50.01% of the aggregate outstanding principal amount of the Unsecured Notes, Consenting Unsecured Noteholders holding at least 50.01% of the aggregate outstanding principal amount of the Unsecured Notes that are held by Consenting Unsecured Noteholders.

Examples of Required Consenting Unsecured Noteholders in a sentence

Unless expressly stated otherwise herein or in the Recapitalization Term Sheet, the Definitive Documents shall be in form and substance reasonably acceptable to the Company Parties, the Required Consenting Term Loan Lenders, the Required Consenting Unsecured Noteholders, and the Sponsors.
This Agreement, and the obligations of all Parties hereunder, may be terminated by mutual written agreement among all of the following: (a) the Required Consenting Term Loan Lenders; (b) the Required Consenting Unsecured Noteholders; (c) the Sponsors; and (d) each Company Party.
Collateral Agent To be appointed by the Required Consenting Unsecured Noteholders and reasonably acceptable to the Company.
The New Second Lien Notes will be subject to (i) the Intercreditor Agreements (as defined in Exhibit 5) and (ii) a security agreement and collateral documents with terms substantially consistent with those governing the Amended Term Loan Credit Agreement with such modifications as appropriate for notes and lien priority, which documents, in each case of (i) and (ii) shall be reasonably acceptable to the Required Consenting Unsecured Noteholders.
This Agreement, and the obligations of all Parties hereunder, may be terminated by mutual written agreement among all of the following: (a) each Company Party; (b) the Required Consenting First Lien Noteholders; and (c) the Required Consenting Unsecured Noteholders.
The documentation and covenants shall be reasonably acceptable to the Issuers and the Required Consenting Unsecured Noteholders.
Trustee To be appointed by the Required Consenting Unsecured Noteholders and reasonably acceptable to the Company.

More Definitions of Required Consenting Unsecured Noteholders

Required Consenting Unsecured Noteholders means, as of any time of determination, Consenting Unsecured Noteholders that are members of the Ad Hoc Group of Unsecured Noteholders holding at least 50.01% of the aggregate outstanding principal amount of Unsecured Notes Claims that are held by all Consenting Unsecured Noteholders that are members of the Ad Hoc Group of Unsecured Noteholders.

Required Consenting Unsecured Noteholders. Consent Right” means, the Required Consenting Unsecured Noteholders’ right to: (a) consent to (i) documentation necessary to consummate the Exchange and Purchase Agreement; (ii) documentation necessary to consummate the issuance of the New Senior Secured Notes or any indebtedness that is pari passu to the New Senior Secured Notes, junior to the New Senior Secured Notes, or unsecured that may be issued or incurred on or before the Transaction Effective Date; (iii) the New First Lien/1.5 Lien Intercreditor Agreement; (iv) all security documents in connection with the the New Senior Secured Notes; (v) all other documents with respect to the Unsecured Notes; and (vi) except as set forth in clause (b) below, all other Definitive Documents; and (b) approve any of the other Definitive Documents (or any amendment, modifications, or supplements thereto) related to the incurrence of indebtedness under the New First Lien Credit Agreement, solely to the extent such Definitive Documents, (i) materially and adversely affect, directly or indirectly, the rights, remedies or any waivers proposed to be granted to, or received by the Consenting Unsecured Noteholders pursuant to this Agreement or (ii) materially and adversely affect, directly or indirectly, the obligations that the Consenting Unsecured Noteholders may have pursuant to this Agreement; provided that any (x) material increase in principal, interest or fees, or change in tenor, with respect to indebtedness incurred under the New First Lien Credit Agreement and (y) restrictions included in the New First Lien Credit Agreement that expressly relate to the New Senior Secured Notes shall, in each case, be deemed to materially and adversely affect the Consenting Unsecured Noteholders.

Required Consenting Unsecured Noteholders means, as of the relevant date,

Required Consenting Unsecured Noteholders means, as of the relevant date, Consenting Unsecured Noteholders holding at least 50.01% of the aggregate outstanding principal amount of Convertible Notes that are held by Consenting Unsecured Noteholders at the relevant time. For the avoidance of doubt, any decision of the Required Consenting Unsecured Noteholders shall be made only after consultation with all Consenting Unsecured Noteholders, including, but not limited to, Azurite. “Required Consenting Stakeholders” means the Consenting Term Loan Lender, the Required Consenting ABL Lenders, the Required Consenting Unsecured Noteholders, and the Consenting Secured Noteholders. “Respiratory Business Asset Purchase Agreement” means that certain Asset Purchase Agreement, dated January 27, 2023, by and between Invacare Corporation, as seller, and Ventec Life Systems, Inc. (“Ventec”), as purchaser. “Respiratory Business Asset Sale Transaction” means the sale by Invacare Corporation of all of its assets with respect to the respiratory business (which assets are more fully described in the Respiratory Business Asset Purchase Agreement) free and clear of all liens, claims and encumbrances, in accordance with the terms and conditions of the Respiratory Business Asset Purchase Agreement. “Restructuring Term Sheet” has the meaning set forth in the recitals to this Agreement. “Restructuring Transactions” has the meaning set forth in the recitals to this Agreement. “Rights Offering” has the meaning set forth in the Restructuring Term Sheet. “Rights Offering Documents” means collectively, the Backstop Commitment Agreement, the Rights Offering Procedures, and any and all other agreements, documents, and instruments as amended, delivered, or entered into in connection with the Rights Offering. “Rights Offering Procedures” means those certain rights offering procedures with respect to the Rights Offering, which rights offering procedures shall be set forth in the Rights Offering Documents. “Rules” means Rule 501(a)(1), (2), (3), and (7) of the Securities Act. “Sale” means a sale of all, substantially all, or a material portion of the Debtors’ (and if applicable other Company Parties’) assets or equity interests pursuant to section 363 of the Bankruptcy Code or the Plan, including pursuant to a credit bid under section 363(k) of the Bankruptcy Code. “Sale Order” means an order entered by the Bankruptcy Court approving a Sale pursuant to the applicable purchase agreement. “Sale Toggle Event” has the meaning set forth in Se...