Second Lien Exit Facility means a new credit facility or credit facilities among the Debtors, the Prepetition Credit Agreement Lenders, and the Second Lien Exit Facility Agent, on the terms and conditions set forth in the Second Lien Exit Facility Documents, which terms and conditions shall be consistent with the Second Lien Exit Facility Term Sheet and otherwise acceptable to the Debtors, the Second Lien Exit Facility Agent, and the Requisite Creditors.
Second Lien Exit Facility means that exit credit facility secured by second-priority liens on and security interests in the Reorganized Debtors’ assets, which facility shall be consistent in all material respects with the Exit Facilities Term Sheet and in form and substance reasonably acceptable to the Requisite Consenting Lenders, the Term Loan Agent and, solely to the extent affecting their economic interests, the Requisite Consenting 2012 Facility Lenders to be executed and delivered by the parties thereto on or about, and as a condition to the Effective Date.
Second Lien Exit Facility means that certain Credit Agreement, dated as of the date hereof, by and among the Borrower, the lenders party thereto from time to time and Alter Domus Products Corp., as administrative agent and collateral agent and the “Credit Documents” (as defined therein), in each case, in form and substance reasonably satisfactory to the Arrangers and secured solely pursuant to Section 10.2(s) by Second Lien Security Documents that shall be substantially consistent with the Security Documents and shall otherwise contain customary provisions reasonably satisfactory to the Administrative Agent to reflect the second lien nature thereof, as may be amended, restated, amended and restated, supplemented, otherwise modified, extended, replaced, or refinanced from time to time in accordance with, and as permitted by this Agreement and the Junior Lien Intercreditor Agreement.
Examples of Second Lien Exit Facility in a sentence
On the Effective Date, the Reorganized Debtors shall enter into the Second Lien Exit Facility, the terms of which will be set forth in the Second Lien Exit Facility Documents.
The Second Lien Exit Facility shall provide sufficient new Cash to repay the DIP Facility in full (excluding any letters of credit being continued under the First Lien Exit Facility).
The Second Lien Exit Facility shall take the form of a second lien term loan facility in an aggregate amount outstanding equal to the Allowed Credit Agreement Claims on the Effective Date.
In establishing the register of lenders, commitments, and loans for the Second Lien Exit Facility, the Second Lien Exit Facility Agent shall be entitled to conclusively rely upon (without further inquiry) any certificate, schedule, register, list, or other document provided by the Debtors, the Reorganized Debtors and/or the Disbursing Agent.
For the avoidance of doubt, Intercompany Claims that are Reinstated as of the Effective Date, if any, shall be subordinate in all respects to the First Lien Exit Facility and the Second Lien Exit Facility.
More Definitions of Second Lien Exit Facility
Second Lien Exit Facility means, that certain $200 million second lien term loan credit facility, the form of which shall be consistent with the RSA and Exit Facility Term Sheet entered into, as applicable, by and among the Debtors, Reorganized Debtors, the Second Lien Exit Facility Lenders, and the administrative agent thereunder, the documentation for which shall be set forth in the Plan Supplement. Notwithstanding the foregoing, the Consenting Parties shall have the right to reduce the principal amount of the Second Lien Exit Facility in such amount as they may determine on or prior to the Effective Date.
Second Lien Exit Facility has the meaning ascribed to it in the Restructuring Term Sheet.
Second Lien Exit Facility and, the loans thereunder, the “Second Lien Exit Term Loans”) in an aggregate principal amount of up to $200.0 million. The Borrower may reduce the facility amount by $10,000,000 or increments of $10,000,000 in excess thereof at any time prior to the Emergence Date. “Second Lien Exit Commitment” shall mean the several and not joint commitment of each Second Lien Exit Lender to make Second Lien Exit Term Loans on the Emergence Date in the amount set forth opposite such Second Lien Exit Lender’s name in Exhibit B attached to the RSA. The Second Lien Exit Commitment will automatically terminate on the earlier of (i) the funding of the Second Lien Exit Term Loans and (ii) the date immediately following the Emergence Date. Once repaid, Second Lien Exit Term Loans may not be reborrowed.
Second Lien Exit Facility and, the credit documentation in respect thereof, the “Second Lien Credit Agreement”).1 Amount An initial aggregate principal amount not to exceed the sum of (i) $64 million (which amount shall correspond with the aggregate original principal amount of loans funded under the DIP Facility on the closing date of the Second Lien Exit Facility (the “Closing Date”)) plus (ii) any interest in respect of the DIP Facility that has been paid in kind and capitalized or accrued prior to the Closing Date plus (iii) the gross amount of any loans borrowed on the Closing Date to fund original issue discount.2 Lenders On Closing Date, the DIP Lenders, pro rata in accordance with their holdings of the DIP Loans as of the Closing Date; provided, that the Convertible Noteholders that are not Initial Consenting Noteholders may request to become lenders in respect of the Second Lien Exit Facility after the Closing Date on a pro rata basis. Borrower 2U, Inc. Guarantors Same guarantors as set forth in the Amended and Restated Credit Agreement; provided, that if any subsidiary of the Borrower that is not a guarantor in respect of the Amended and Restated Credit Agreement on the Closing Date becomes a guarantor in respect of the Amended and Restated Credit Agreement after the Closing Date, such subsidiary shall become a guarantor in respect of the Second Lien Exit Facility; provided, further that no entity shall provide a guarantee with respect to the Second Lien Exit Facility unless such entity provides a guarantee with respect to the Amended and Restated Credit Agreement. Security Second priority liens on all assets of the Borrower and its subsidiaries that secure the obligations under the Amended and Restated Credit Agreement, junior in right of security only to (x) the liens securing the obligations under the Amended and Restated Credit Agreement and (y) liens expressly permitted under the Second Lien Credit Agreement to be senior to the liens securing the Second Lien Exit Facility; provided, that if any assets of the Borrower or any of its subsidiaries that do not 1 This term sheet is subject in all respects to the Second Lien Credit Agreement. 2 Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Restructuring Support Agreement or the Restructuring Term Sheet, as applicable. constitute collateral securing the obligations under the Amended and Restated Credit Agreement are granted as collateral to secure the obligations...
Second Lien Exit Facility means the second lien exit term loan facility comprised of Roll-Up Loans converted on a dollar-for-dollar basis, on the terms and conditions set forth in the Second Lien Exit Facility Documents.
Second Lien Exit Facility means a second lien credit facility the materials terms of which are set forth in the Second Lien Exit Term Sheet (as defined in the Restructuring Support Agreement), subject to the consent rights set forth in the Restructuring Support Agreement.
Second Lien Exit Facility means a new credit facility or credit facilities among