Specified Restructuring definition

Specified Restructuring means any restructuring initiative, cost saving initiative or other similar strategic initiative of the Borrower or any of its Restricted Subsidiaries after the Closing Date described in reasonable detail in a certificate of an Authorized Officer delivered by the Borrower to the Administrative Agent.

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Specified Restructuring means any restructuring or other strategic initiative (including cost saving initiative) of the Borrower or any of its Restricted Subsidiaries initiated after the Restatement Effective Date and not in the ordinary course of business and described in reasonable detail in a certificate of an Authorized Officer delivered by the Borrower to the Administrative Agent.

Specified Restructuring means any restructuring of Holdings, the Company and/or its Subsidiaries not in the ordinary course of business and described in a Specified Restructuring Certificate.

Examples of Specified Restructuring in a sentence

The Seller will be, upon the completion of the Specified Restructuring Step described in Section 2.3(a)(i), the record and beneficial owner of the Buyer Sale Shares, free and clear of all Encumbrances.
The New WFOE Holdco will be, upon the completion of the Specified Restructuring Step described in Section 2.3(a)(ii), the record and beneficial owner of the HK Buyer Sale Shares, free and clear of all Encumbrances.
Unless the Seller Parties, in accordance with Section 2.3(b), have no further obligation to complete the Specified Restructuring Steps, the Seller Parties shall have caused the Specified Restructuring Steps to be completed in accordance with Section 2.3(a).
If a Spinco fails to promptly provide such cooperation as is requested by Parent in connection with Parent’s conduct of a Proceeding relating to a Spinco Adjustment with respect to such Spinco, such Spinco shall pay and shall be responsible for any Tax Liabilities (including any Specified Restructuring Income Tax Liabilities) attributable to such Spinco Adjustment.
The foregoing requirements shall not apply to any Specified Restructuring or any transaction or series of transactions involving the sale, assignment, conveyance, transfer, lease or other disposition of any properties or assets by any of the Parent’s Subsidiaries to the Company or any Guarantor, or the consolidation, amalgamation or merger of any Subsidiary of the Parent with or into the Company or any Guarantor.

More Definitions of Specified Restructuring

Specified Restructuring means any restructuring initiative, cost saving initiative or other similar strategic initiative of the Borrower or any of its Restricted Subsidiaries after June 30, 2025 described in reasonable detail in an Officer’s Certificate delivered to the Agent. “Specified Transaction” means, with respect to any period, any Investment, Specified Restructuring, Disposition, incurrence or repayment of Indebtedness, Restricted Payment, subsidiary designation, operating improvements, restructurings, New Project or other event that by the terms of the agreement requires “pro forma compliance” with a test or covenant hereunder or requires such test or covenant to be calculated on a “pro forma basis” or after giving “pro forma effect” to such event. “Standard Receivables Facility Undertakings” means representations, warranties, covenants and indemnities entered into by the Borrower or any Restricted Subsidiary of the Borrower that the Borrower has determined in good faith to be customary in financings similar to a Receivables Facility, including, without limitation, those relating to the servicing of the assets of a Receivables Subsidiary, it being understood that any Receivables Facility Repurchase Obligation shall be deemed to be a Standard Receivables Facility Undertaking. “Start-Up Losses” means in respect of any period, any loss for such period directly attributable to the operation of a separately identifiable business unit of the Borrower or any of its Restricted Subsidiaries or an acquired entity or business, which business unit commenced operations, or acquired entity or business was acquired, within 18 months prior to the last day of such period. “Subsequent Transaction” has the meaning assigned to such term in Section 1.08. “Subsidiary” means, with respect to any Person, (a) any corporation, association, or other business entity (other than a partnership, joint venture, limited liability company or similar entity) of which more than 50% of the total voting power of shares of Capital Stock entitled (without regard to the occurrence of any contingency) to vote in the election of directors, managers or trustees thereof is at the time of determination owned or controlled, directly or indirectly, by such Person or one or more of the other subsidiaries of that Person or a combination thereof and (b) any partnership, joint venture, limited liability company or similar entity of which (i) more than 50% of the capital accounts, distribution rights, total equity and voti...

Specified Restructuring as defined in the definition of Consolidated Adjusted EBITDA.

Specified Restructuring has the meaning specified in Section 7.03(s).

Specified Restructuring meansshall mean any restructuring initiative, cost saving initiative or other similar strategic initiative of Holdings or any of its Subsidiaries after the Closing Date described in reasonable detail in a certificate of a Responsible Officer delivered by the U.S. Borrower to the Administrative Agent.

Specified Restructuring means a certain anticipated corporate restructuring in which OI Peru STS Inc., OI Poland Inc., OI Hungary Inc., OI Ecuador STS Inc., and OI Venezuela Plastic Products Inc. and/or the assets thereof would be released from the Subsidiary Guaranty and the Collateral Documents, directly or indirectly contributed to OI Global C.V. or its direct or indirect subsidiaries, become direct or indirect subsidiaries thereof or otherwise be liquidated into a Loan Party, which restructuring may also include certain other restructuring transactions with respect to Foreign Subsidiaries that are not Loan Parties and which would otherwise not be prohibited by the terms hereof as confirmed by the Administrative Agent prior to the consummation thereof.

Specified Restructuring means any restructuring initiative, cost saving initiative or other similar strategic initiative of Holdings, the Borrower or any of their respective Restricted

Specified Restructuring means a corporate restructuring pursuant to which the following steps shall be taken: