Senior Notes Refinancing means either (i) the repayment in full of the Senior Notes Indebtedness or (ii) the deposit of cash and Cash Equivalent Investments with the trustee for the Senior Notes Indebtedness in an amount, either in gross or after giving effect to any investment income, that is sufficient to repay in full the Senior Notes Indebtedness.
Senior Notes Refinancing the refinancing and replacement of the existing Senior Notes to the extent such refinancing and replacement is in compliance with the provisions of the definition of the term “Refinancing Conditions”.
Senior Notes Refinancing has the meaning specified in the “Preliminary Statements.”
Examples of Senior Notes Refinancing in a sentence
Contemporaneously with the sending or filing thereof, Holdings will provide to the Administrative Agent for distribution to each of the Lenders, any notices provided to, or received from, holders of Senior Notes, Refinancing Notes and Permitted Junior Debt.
Section 6.2(e) of the Existing Credit Agreement is hereby amended by replacing all references to “the Revolver Increase Date” therein with “the earlier of the consummation of the Senior Notes Refinancing or the Revolver Increase Date”.
Section 6.8 of the Existing Credit Agreement is hereby amended by adding the term “and” at the end of clause (k) thereof, by replacing the semicolon at the end of clause (l) thereof with a period, by deleting clause (m) thereof in its entirety, and by replacing the text “the Revolver Increase Date” in the last sentence thereof with “the earlier of the consummation of the Senior Notes Refinancing or the Revolver Increase Date”.
Use the proceeds of the Term Borrowings on the Closing Date (i) to effect the Senior Notes Refinancing, (ii) to pay fees and expenses in connection with the Senior Notes Refinancing and the Term Facility, (iii) to repay certain ABL Loans, and (iv) for working capital and other general corporate purposes.
Schedule IV sets forth a true and complete list of all Scheduled Existing Indebtedness of Holdings and its Subsidiaries as of the Initial Borrowing Date after giving effect to the Transaction (other than the Existing Senior Notes Refinancing), in each case showing the aggregate principal amount thereof and the name of the respective borrower and any other entity which directly or indirectly guaranteed such debt.
More Definitions of Senior Notes Refinancing
Senior Notes Refinancing. “Total Debt” and “Total Net Leverage Ratio” therein to read as follows:
Senior Notes Refinancing means a refinancing, renewal or extension of the Senior Notes issued pursuant to the Senior Notes Indenture on the following terms: (A) the Indebtedness subject to any such refinancing, renewal or extension is in an aggregate principal amount not greater than the aggregate principal amount of the Senior Notes being renewed, refinanced or extended, plus the amount of any premiums required to be paid thereon in accordance with the terms of the Senior Notes Indenture (as in effect on the Closing Date) and the Senior Notes (as in effect on the Closing Date) and reasonable fees and expenses associated therewith (but not any consent fees or similar fees), (B) the Indebtedness subject to such refinancing, renewal or extension shall be unsecured and shall have a final maturity which is later than, and does not require any scheduled amortization or other scheduled payments of principal prior to, the six year anniversary of the Closing Date, (C) the cash yield or cash interest on the Indebtedness subject to such refinancing, renewal or extension shall not exceed the lesser of (x) the Adjusted Eurodollar Rate plus 9% or (y) 15%, (D) the covenants, events of default, subordination and other provisions thereof (including any guarantees thereof) shall be, in the aggregate, no less favorable to the Borrower and to the Lenders than those contained in the Credit Documents (provided that such provisions shall not include financial covenants, and shall be subject to automatic amendment to conform to any amendments made to the Credit Documents) and (E) no Default or Event of Default shall have occurred and be continuing or result therefrom.
Senior Notes Refinancing the refinancing and replacement of the existing Senior Notes to the extent such refinancing and replacement is in compliance with the provisions of the definition of the term “Refinancing Conditions”. Senior Notes Trustee: U.S. Bank National Association in its capacity as trustee for the holders of the Senior Notes (or Refinancing Debt in respect thereof to the extent such Refinancing Debt is in compliance with the provisions of the definition of the term “Refinancing Conditions”) and its successors and permitted assigns in such capacity. Senior Officer: the chairman of the board, president, chief executive officer, chief financial officer, or vice president of finance, controller, treasurer or similar officer of a Borrower or, if the context requires, an Obligor. Settlement Report: a report summarizing Revolver Loans and participations in LC Obligations outstanding as of a given settlement date, allocated to Lenders on a Pro Rata basis in accordance with their Revolver Commitments. Solvent: as to any Person, such Person (a) owns Property whose fair salable value is greater than the amount required to pay all of its debts (including contingent, subordinated, unmatured and unliquidated liabilities); (b) owns Property whose present fair salable value (as defined below) is greater than the probable total liabilities (including contingent, subordinated, unmatured and unliquidated liabilities) of such Person as they become absolute and matured; (c) is able to pay all of its debts as they mature; (d) has capital that is not unreasonably small for its business and is sufficient to carry on its business and transactions and all business and transactions in which it is about to engage; (e) is not “insolvent” within the meaning of Section 101(32) of the Bankruptcy Code; and (f) has not incurred (by way of assumption or otherwise) any obligations or liabilities (contingent or otherwise) under any Loan Documents, or made any conveyance in connection therewith, with actual intent to hinder, delay or defraud either present or future creditors of such Person or any of its Affiliates. “Fair salable value” means the amount that could be obtained for assets within a reasonable time, either through collection or through sale under ordinary selling conditions by a capable and diligent seller to an interested buyer who is willing (but under no compulsion) to purchase. Specified Obligor: an Obligor that is not then an “eligible contract participant” under the Commodity Exchange...
Senior Notes Refinancing has the meaning specified therefor in Section 2.12.
Senior Notes Refinancing means (a) the assumption by Monterey of obligations of the Company in respect of the Series E Notes, the Series F Notes and the Series G Notes, (b) the repayment in full by Monterey of the outstanding principal amount the Series E Notes and the Series F Notes, plus accrued interest thereon and a prepayment premium of approximately $2.0 million, and (c) the issuance by Monterey of the Monterey Senior Notes to holders of the Series G Notes in exchange for cancellation of such notes and the payment by Monterey of a consent fee of approximately $1.3 million in connection therewith.
Senior Notes Refinancing has the meaning specified therefor in Section 2.12. “Solvent” means, with respect to any Person as of any date of determination, that (a) at fair valuations, the sum of such Person’s debts (including contingent liabilities) is less than all of such Person’s assets, (b) such Person is not engaged or about to engage in a business or transaction for which the remaining assets of such Person are unreasonably small in relation to the business or transaction or for which the property remaining with such Person is an unreasonably small capital, and (c) such Person has not incurred and does not intend to incur, or reasonably believe that it will incur, debts beyond its ability to pay such debts as they become due (whether at maturity or otherwise), and (d) such Person is “solvent” or not “insolvent”, as applicable within the meaning given those terms and similar terms under Applicable Laws relating to fraudulent transfers and conveyances. For purposes of this definition, the amount of any
Senior Notes Refinancing means as to the Senior Notes Indebtedness, the incurrence of other Indebtedness pursuant to Section 6.2(u) and/or 6.2(v) to Refinance in whole such existing Indebtedness.