Specified Acquisitions Additional Indebtedness definition

Specified Acquisitions Additional Indebtedness means (a) customary unsecured “bridge” loan facilities, (b) senior unsecured notes or convertible notes, (c) Permitted Pari Term Loan Debt, or (d) any combination of the foregoing, in each case, solely to the extent (i) incurred during the period between the Third Amendment Effective Date and October 2, 2023, (ii) that the intended use of proceeds thereof is to fund a portion of the purchase price for the Specified Acquisitions and related expenses, and (iii) that the aggregate principal amount thereof does not exceed $2,700,000,000.
Specified Acquisitions Additional Indebtedness means (a) customary unsecured “bridge” loan facilities, (b) senior unsecured notes or convertible notes, (c) Permitted Pari Term Loan Debt, or (d) any combination of the foregoing, in each case, solely to the extent (i) incurred during the period between the Third Amendment Effective Date and October 2, 2023, (ii) that the intended use of proceeds thereof is to fund a portion of the purchase price for the Specified Acquisitions and related expenses, and (iii) that the aggregate principal amount thereof does not exceed $2,700,000,000. “Specified Credit Party” means any Credit Party that is not an “eligible contract participant” under the Commodity Exchange Act (determined prior to giving effect to Section 12.17). “Specified Pre-Consolidation EBITDAX” means, for the Rolling Periods ending on June 30, 2024 and September 30, 2024, EBITDAX during such periods that was attributable to the New Obligated Parties and the Fifth Amendment Acquisition Target, in each case, (a) for any portion of such Rolling Period that was prior to the date on which the financials of the New Obligated Parties and/or the Fifth Amendment Acquisition Target, as applicable, were consolidated with the Borrower and its Restricted Subsidiaries and (b) calculated in a manner consistent with the supporting information provided by the Borrower to the Lenders prior to the Sixth Amendment Effective Date.

Related to Specified Acquisitions Additional Indebtedness

  • Permitted Acquisition Indebtedness means Indebtedness (including Disqualified Stock) of the Company or any of the Restricted Subsidiaries to the extent such Indebtedness was Indebtedness:

  • Additional Indebtedness means any Additional Specified Indebtedness that (1) is secured by a Lien on Collateral and is permitted to be so secured by:

  • Specified Acquisition means one or more acquisitions of assets or entities or operating lines or divisions in any rolling 12-month period for an aggregate purchase price of not less than $50,000,000.

  • Acquisition Indebtedness means any Indebtedness of the Loan Parties that has been issued for the purpose of financing, in part, the acquisition of an Acquired Entity or Business.

  • Permitted Financial Indebtedness means Financial Indebtedness:

  • Permitted Acquired Debt shall have the meaning set forth in Section 9.04(d).

  • Permitted Acquisition means any acquisition by Borrower or any of its wholly-owned Subsidiaries, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all of the Equity Interests of, or a business line or unit or a division of, any Person; provided that:

  • Designated Indebtedness has the meaning assigned to such term in the Guarantee and Security Agreement.

  • Permitted Additional Indebtedness means Permitted Additional Unsecured Indebtedness and Permitted Additional Secured Indebtedness.

  • Additional Debt With respect to any Mortgage Loan, any debt owed by the related Mortgagor to a party other than the lender under such Mortgage Loan that is secured by the related Mortgaged Property.

  • Permitted Convertible Indebtedness means any unsecured Indebtedness issued under the Convertible Senior Notes, and any refinancings or replacements thereof that is unsecured Indebtedness issued by the Borrower and/or guaranteed by a Loan Party; provided that (i) the amount of such Indebtedness is not increased at the time of such refinancing or replacement except by an amount equal to a reasonable premium or other reasonable amount paid, and fees and expenses reasonably incurred, in connection with such refinancing and by an amount equal to any existing commitments unutilized thereunder, and (ii) any Indebtedness in connection with a refinancing or a replacement thereof shall (A) not mature or require any payment of principal thereof prior to the date that is 91 days past the Maturity Date and (B) have covenants that are not more restrictive (taken as a whole) than those set forth herein; provided, further, that the conversion of Permitted Convertible Indebtedness, including any requirement or decision to pay cash upon any conversion of Permitted Convertible Indebtedness in lieu of all or any portion of the Equity Interests of the Borrower due upon conversion of such Permitted Convertible Indebtedness, and the requirement of the Borrower to repurchase Permitted Convertible Indebtedness prior to its stated maturity date upon a fixed date or upon the occurrence of a fundamental change (which would include customary change of control provisions or a termination of trading of the Borrower’s common stock on the exchange on which it is then listed), shall not constitute a maturity or the requirement of any payment of principal of such Permitted Convertible Indebtedness prior to the date that is 91 days past the Maturity Date hereunder for purposes of this definition.

  • Qualified Acquisition means an acquisition or a series of related acquisitions in which the consideration paid by the Credit Parties is equal to or greater than $50,000,000.

  • Adjusted Indebtedness means, at any date, the result of (a) Seller’s Indebtedness on such date, minus (b) the unpaid principal of Seller’s Subordinated Debt on such date (to the extent such Subordinated Debt is excluded from Seller’s Indebtedness in calculating Seller’s Adjusted Tangible Net Worth on such date in accordance with the definition thereof).

  • Permitted Convertible Indebtedness Call Transaction means any Permitted Bond Hedge Transaction and any Permitted Warrant Transaction.

  • Permitted Indebtedness means, without duplication, each of the following:

  • Final Indebtedness has the meaning set forth in Section 3.2(b).

  • Closing Date Indebtedness means the aggregate amount of Indebtedness of the Company as of immediately prior to the Closing.

  • Receivables Facility Attributed Indebtedness means the amount of obligations outstanding under a receivables purchase facility on any date of determination that would be characterized as principal if such facility were structured as a secured lending transaction rather than as a purchase.

  • Excluded Indebtedness means all Indebtedness not incurred in violation of Section 6.01.

  • Applicable Indebtedness has the meaning specified in the definition of “Weighted Average Life to Maturity.”

  • Financial Indebtedness means any indebtedness for or in respect of:

  • Restricted Payment Transaction means any Restricted Payment permitted pursuant to Section 409, any Permitted Payment, any Permitted Investment, or any transaction specifically excluded from the definition of the term “Restricted Payment” (including pursuant to the exception contained in clause (i) and the parenthetical exclusions contained in clauses (ii) and (iii) of such definition).

  • Permitted Subsidiary Indebtedness means any of the following:

  • Unrestricted Subsidiary Indebtedness of any Unrestricted Subsidiary means Indebtedness of such Unrestricted Subsidiary

  • Related Indebtedness means any and all indebtedness paid or payable by Borrower to Administrative Agent or any Lender pursuant to any Loan Document other than any Note.

  • Assumed Indebtedness means Indebtedness of a Person which is (a) in existence at the time such Person becomes a Restricted Subsidiary of the Borrower or (b) is assumed in connection with an Investment in or acquisition of such Person, and has not been incurred or created by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Restricted Subsidiary of the Borrower.