Second Out Term Loans definition

Second Out Term Loans means a first lien senior secured second-out non-amortizing fully-drawn term loan in the principal amount of an individual Second Out Term Lender’s RBL Claim, which term loan shall (a) mature seven (7) years after the Effective Date, (b) accrue interest at the LIBO rate plus 3.00% pursuant to a three-month interest period, (C) be repaid in an amount sufficient to repay all then-remaining indebtedness in respect of such Second Out Term Loans seven (7) years after the Effective Date, and otherwise be on terms and conditions consistent with the Restructuring Support Agreement and acceptable to the Required Consenting RBL Lenders.

Second Out Term Loans means “Loans” as defined in the Second Out Term Loan Credit Agreement.

Second Out Term Loans means any Term Loans outstanding on the Issue Date other than the First-Out Term Loans.

Examples of Second Out Term Loans in a sentence

• Consequences to Non-Irish Holders of Exchanging First Lien and Second Lien Debt Claims under the Plan and the consequences to Non-Irish Holders of the Ownership and Disposition of Class A Shares or Class B Shares, Tranche A Warrants, Tranche B Warrants and Second Out Term Loans The Debtors do not expect any material adverse Irish tax consequences to arise to Non-Irish Holders as a result of the exchange of their Debt Claims under the Plan.

• Holders of First Lien Debt Claims Pursuant to the Plan, Holders of First Lien Debt Claims will receive Newco Equity and New Second Out Term Loans in complete and final satisfaction of their First Lien Debt Claims.

• The issuance itself of Newco Equity and New Second Out Term Loans under the Plan would not result in adverse Luxembourg tax consequences.

• Unless otherwise indicated, this discussion assumes that all First Lien Debt Claims, Second Lien Debt Claims, Newco Equity, New Second Out Term Loans, Tranche A Warrants and Tranche B Warrants are held as “capital assets” (generally, property held for investment) within the meaning of Section 1221 of the Tax Code and that the various debt and other arrangements to which the Debtors are a party will be respected for U.S. federal income tax purposes in accordance with their respective forms.

• Consequences to Holders of the Disposition of Newco Equity, Tranche A Warrants, Tranche B Warrants and New Second Out Term Loans The sale, redemption, or other disposition of the Newco Equity within six months after acquisition at a gain would constitute a taxable event for a non-Luxembourg Holder if such Holder owns a shareholding in Newco Parent of more than 10%.

• Consequences to Holders of the Ownership and Disposition of Class A Shares or Class B Shares, Tranche A Warrants, Tranche B Warrants and New Second Out Term Loans (a) Distributions Distributions made on the Class A Shares or Class B Shares will constitute a taxable dividend for Irish tax purposes.

• Unless otherwise indicated, this discussion assumes that all First Lien Debt Claims, Second Lien Debt Claims, Class A Shares or Class B Shares, New Second Out Term Loans, Tranche A Warrants and Tranche B Warrants are held as “capital assets” (generally, property held for investment) and that the various debt and other arrangements to which the Debtors are a party will be respected for Irish tax purposes in accordance with their respective forms.

• Holders of First Lien Debt Claims Pursuant to the Plan, Irish Holders of First Lien Debt Claims will receive Class A Shares and New Second Out Term Loans in complete and final satisfaction of their First Lien Debt Claims.

• Junior Lien Intercreditor Agreement: Usual and customary including: • 180 day standstill • First Lien cap (on principal and letters of credit only) equal to 115% of the sum of (i) the amount of the Borrowing Base under the Credit Agreement at such time plus (ii) the amount of any Borrowing Base deficiency at such time plus (iii) the amount of Second Out Term Loans outstanding at such time.

• As provided in Section 2.5(a), and subject to the terms hereof, the Borrowers may elect that all or any part of the Second Out Term Loans be outstanding as Base Rate Loans or Eurodollar Loans.

More Definitions of Second Out Term Loans

Second Out Term Loans means (i) the term loans made by the applicable Term Lenders to the applicable Borrower pursuant to Section 2.01(b), (ii) any Incremental Term Loans in the form of additional Second-Out Term Loans made by the applicable Incremental Term Lenders to the applicable Borrower pursuant to Section 2.01(c) and (iii) any Refinancing Term Loans incurred to Refinance Indebtedness described in clause (i) or clause (ii) above or this clause (iii), in each case ranking equally and ratably in right of security and payment with the Indebtedness being refinanced (including as to waterfall and payment priority pursuant to a Permitted First Lien Intercreditor Agreement) solely to the extent permitted by, and subject to the limitations described in, this Agreement and any Permitted First Lien Intercreditor Agreement.

Second Out Term Loans has the meaning set forth in the Proposed Plan.

Second Out Term Loans means, collectively, (i) the Initial Exchange Second Out Term Loans made pursuant to Section 2.01(2)(ii) and (ii) the Subsequent Exchange Second Out Term Loans made pursuant to Section 2.16(1)(i)(B).

Second Out Term Loans has the meaning assigned to such term in Section 2.01(b).