Specified IPO definition

Specified IPO means a Qualified IPO generating aggregate gross proceeds of at least $450.0 million, the net proceeds (including, but not limited to, net of investment banking fees, underwriting discounts and commissions, and other reasonable out-of-pocket expenses and other customary expenses (including attorney’s fees and other customary fees, issuance costs, discounts and other costs and expenses)) of which are contributed, directly or indirectly, to the Borrower in the form of cash, Cash Equivalents or 100% of the Equity Interests in a subsidiary holding such net proceeds in the form of cash or Cash Equivalents and, in each case, promptly applied by the Borrower to repay, redeem or otherwise defease outstanding Indebtedness.
Specified IPO means the Qualified IPO that is consummated on the terms and conditions described in the Specified IPO S-1.

Examples of Specified IPO in a sentence

  • For the avoidance of doubt, the failure to consummate the Specified IPO after the use of proceeds described in clause (b) of this Section 6.08 has been effected shall not, by itself, constitute a breach of this Agreement or a Default or Event of Default.

  • As of the Effective Date, the Initial Funding Date, each Specified IPO Dividend Borrowing Date and each Specified IPO Investment Repurchase Date, each Credit Party is and, as of the Initial Funding Date, each Specified IPO Dividend Borrowing Date and each Specified IPO Investment Repurchase Date, immediately after giving effect to each Borrowing on such date and the use of proceeds thereof, each Credit Party will be, Solvent.

  • Except in connection with Organization Documents of the Borrower and its Subsidiaries that are delivered pursuant to Section 6.01(c) after giving effect to the Specified IPO Transactions, promptly, but in any event within five (5) Business Days after the execution thereof, copies of any amendment, modification or supplement to the certificate or articles of incorporation, by-laws, any preferred stock designation or any other Organization Document of the Borrower or any Subsidiary.

  • Upon the consummation of the Specified IPO and the payment of all amounts required to be paid to the Agent pursuant to Section 1.8(d)(ii), all the Liens granted by Parent pursuant to any Collateral Document (including in the equity interests of Borrower) are hereby released (and the Agent is hereby authorized and directed, at the expense of the Borrower, to take all such actions, and execute all such documents or agreements, as are reasonably requested by the Borrower to evidence the foregoing).

  • Notwithstanding the foregoing, the Loan Parties may amend their organization documents and operating agreements as needed to effect the Specified IPO Transactions so long as Agent has received a copy.


More Definitions of Specified IPO

Specified IPO means the underwritten initial public offering of common stock of Horizon Lines, Inc. consummated on or prior to October 15, 2005 pursuant to the Registration Statement generating gross proceeds of not less than $100,000,000, provided that a portion of such proceeds have been designated to be used to redeem not less than $40,000,000 in aggregate principal amount of the High Yield Notes pursuant to the provisions of Section 6 of the form of note set forth in the High Yield Indenture.”
Specified IPO means (a) the public offering of the Equity Interests of PublicCo pursuant to an effective registration statement under the Securities Act of 1933 or (b) the acquisition of the Equity Interests of Holdings by PublicCo, in each case, in a manner substantially consistent with the applicable components of the Separation and IPO Transaction Steps Plan.
Specified IPO means the earlier to occur of (a) the issuance and sale or listing by the Borrower or any Parent Company or Subsidiary thereof of its common Equity Interests in an underwritten primary public offering (other than a public offering pursuant to a registration statement on Form S-8) pursuant to an effective registration statement filed with the SEC in accordance with the Securities Act of 1933 (as amended) or any analogous filing under the securities laws of any jurisdiction other than the U.S. (whether alone or in connection with a secondary public offering), (b) the acquisition, purchase, merger or combination of the Borrower or any Parent Company or any Subsidiary thereof, by or with, a publicly traded special acquisition company or targeted acquisition company or any entity similar to the foregoing or any subsidiary thereof that results in the Equity Interests of the Borrower or any Parent Company thereof (or its successor by merger or combination) being (i) exchanged for Equity Interests of such publicly traded special acquisition company or targeted acquisition company or any entity similar to the foregoing or any subsidiary thereof or (ii) otherwise listed for trading on, or such Parent Company being wholly-owned by another entity whose Equity Interests are listed for trading on, a bona fide nationally-recognized or internationally-recognized securities exchange or (c) any other issuance or sale of the Equity Interests (including securities convertible or exchangeable into or exercisable for Equity Interests, other equity-linked securities or hybrid debt-equity securities) of the Borrower, any Parent Company thereof or any Subsidiary thereof (other than any Subsidiary of Krispy Kreme), other than, in each case, Excluded Equity Issuances.
Specified IPO means a Qualified IPO generating aggregate gross proceeds of at least $450.0 million, the net proceeds (including, but not limited to, net of investment banking fees, underwriting discounts and commissions, and other reasonable out-of-pocket expenses and other customary expenses (including attorney’s fees and other customary fees, issuance costs, discounts and other costs and expenses)) of which are contributed, directly or indirectly, to the Borrower in the form of cash, Cash Equivalents or 100% of the Equity Interests in a subsidiary holding such net proceeds in the form of cash or Cash Equivalents and, in each case, promptly applied by the Borrower to repay, redeem or otherwise defease outstanding Indebtedness. “Specified Representations” means those representations and warranties made by the Borrower in Sections 5.01(a), 5.01(b)(ii), 5.02(a), 5.02(b)(i), 5.04, 5.13, 5.18, 5.20(a), 5.20(c) and 5.21. “Specified Transaction” means any Investment, Disposition, incurrence or repayment of Indebtedness, Restricted Payment, Subsidiary designation, Incremental Term Loan or Revolving Commitment Increase in respect of which the terms of this Agreement require any test to be calculated on a “Pro Forma Basis” or after givingPro Forma Effect”; provided that a Revolving Commitment Increase, for purposes of this “Specified Transaction” definition, shall be deemed to be fully drawn. “Spot Rate” means, for any currency, on any Revaluation Date or other relevant date of determination, the rate determined by the Administrative Agent to be the rate quoted by the Administrative Agent as the spot rate for the purchase by the Administrative Agent of such currency with another currency through its principal foreign exchange trading office at approximately 11:00 a.m. on such date; provided that the Administrative Agent may obtain such spot rate from another financial institution designated by the Administrative Agent if the Administrative Agent does not have as of the date of determination a spot buying rate for any such currency. - 72-
Specified IPO means the Public Offering of common stock of the Corporation pursuant to the Registration Statement on Form S-1 (Registration No. 333-227479) initially filed by the Corporation with the Securities and Exchange Commission on September 21, 2018 and as subsequently amended.
Specified IPO means the first underwritten public offering by Borrower of its Stock occurring after the Closing Date, but in any event on or prior to July 31, 2012, pursuant to a registration statement filed with the Securities and Exchange Commission in accordance with the Securities Act of 1933, as amended, that results in cash proceeds to the Borrower.”
Specified IPO means an initial public offering of Shares of CI Private Wealth US, LLC (or a parent entity thereof) and includes the acquisition, purchase, merger, amalgamation or combination by, or with, a publicly traded special purpose acquisition company or targeted acquisition company that results in the Shares of CI Private Wealth US, LLC (or an parent thereof) (or its successor by merger or combination) being traded on a recognized securities exchange in Canada or the United States of America.