Transformative Transaction definition

Transformative Transaction means any acquisition, disposition or investment by the Restricted Group that either (a) is not permitted by the terms of the Loan Documents immediately prior to the consummation of such transaction or (b) if permitted by the terms of the Loan Documents immediately prior to the consummation of such acquisition, would not provide the Restricted Group with adequate flexibility under the Loan Documents for the continuation and/or expansion of their combined operations following such consummation, as determined by the Borrower acting in good faith.

Transformative Transaction means, any acquisition, disposition or investment by the Restricted Group that either (a) is not permitted by the terms of the Loan Documents immediately prior to the consummation of such transaction or (b) if permitted by the terms of the Loan Documents immediately prior to the consummation of such acquisition, would not provide the Restricted Group with adequate flexibility under the Loan Documents for the continuation and/or expansion of their combined operations following such consummation, as determined by the Borrower acting in good faith.

Transformative Transaction means any acquisition or Investment by the Parent Borrower or any other Restricted Subsidiary that is not permitted by the terms of the Credit Documents immediately prior to the consummation of such acquisition or Investment.

Examples of Transformative Transaction in a sentence

• EQT Announces Transformative Transaction with Alta Resources Q1 2021 Earnings CallMay 05, 2021, 11:00 a.m. ETContents: Prepared Remarks Questions and Answers Call Participants Prepared Remarks: OperatorLadies and gentlemen, thank you for standing by.

• These corporate governance changes will remain in place until the earlier of a Transformative Transaction or three (3) years from the date of the Settlement Agreement, unless otherwise noted:i.

• The parties hereto agree and acknowledge than any transaction or event that would have been (x) a Transformative Transaction if the Transformative Transaction Percentage were less than 35% or (y) a Tender Offer if the Tender Offer Percentage were less than 20%, as the case may be, shall not constitute a Potential Adjustment Event as set forth in Section 11.2(e)(vii) of the Equity Definitions.

• The State Mortgage Regulators agree that neither the Res Cap Parties’ entry into the Settlement Agreements nor any alleged or admitted conduct by the ResCap Parties that is described in or forms a basis of the Settlement Agreements shall be a basis for denying, delaying or imposing non-standard conditions upon a change of control or new license application necessary to complete a Transformative Transaction.

• If the Accretive Factor as determined by the Compensation Committee is between fifteen percent (15%) and thirty percent (30%), the value of the Transformative Transaction award will be determined based on straight line interpolation between one hundred percent (100%) and one hundred fifty percent (150%) of the 2021 Long- Term performance Grant Value.

More Definitions of Transformative Transaction

Transformative Transaction means any transaction by the Borrower or any Restricted Subsidiary that is not permitted by the terms of this Agreement immediately prior to the consummation of such transaction.

Transformative Transaction means any transaction by Holdings, any Borrower or any other Restricted Subsidiary that (i) is not permitted by the terms of the Credit Documents immediately prior to the consummation of such transaction or (ii) if permitted by the terms of the Credit Documents immediately prior to the consummation of such transaction, would not provide the Borrowers and their Subsidiaries with adequate flexibility under the Credit Documents for the continuation and/or expansion of their combined operations following such consummation, as determined by the Borrowers in good faith.

Transformative Transaction means any merger, acquisition, investment or consolidation in any such case by the Borrower or any other Group Member that either (a) is not permitted by the terms of the Loan Documents immediately prior to the consummation of such transaction or (b) if permitted by the terms of the Loan Documents immediately prior to the consummation of such transaction, would not provide the Borrower and the other Group Members with adequate flexibility under the Loan Documents for the continuation and/or expansion of their combined operations following such consummation, as reasonably determined by the Borrower acting in good faith.

Transformative Transaction means any merger, Acquisition, Disposition, dissolution, consolidation, recapitalization or Investment, in any such case by the Borrower or any Restricted Subsidiary that (a) is not permitted by the terms of this Agreement immediately prior to the consummation of such transaction, (b) solely in the case of a Transformative Transaction that is a merger, Acquisition, Disposition or Investment, involves consideration in excess of the lesser of (x) $180,000,000 and (y) 25.0% of Consolidated EBITDA of the Borrower and the Restricted Subsidiaries for the Test Period most recently ended on or prior to the date such transaction occurs (measured as of such date) based upon the Internal Financial Statements most recently available on or prior to such date or (c) if permitted by the terms of this Agreement immediately prior to the consummation of such transaction, would not provide the Restricted Group with adequate flexibility under this Agreement for the continuation and/or expansion of their combined operations following such consummation, as determined by the Borrower acting in good faith.

Transformative Transaction means (a) any transformative disposition, (b) any dividend recapitalization, (c) any transaction that would result in an increase in the aggregate amount of Initial Term Loans or (d) any material acquisition (i) that is not a Permitted Acquisition, (ii) that is financed using the proceeds of indebtedness not permitted under the Loan Documents or (iii) the consummation of which would not provide the Borrower and its Subsidiaries with adequate flexibility for the continuation or expansion of the combined operation.

Transformative Transaction means any bona fide material acquisition or Investment by Holdings or any Restricted Subsidiary that is either (a) not permitted by the terms of the Loan Documents immediately prior to the consummation of such acquisition or Investment or (b) if permitted by the terms of the Loan Documents immediately prior to the consummation of such acquisition or Investment, would not provide Holdings and the Restricted Subsidiaries with adequate flexibility under the Loan Documents for the continuation and/or expansion of their combined operations following such consummation (as determined by Holdings and the Borrower in good faith).

Transformative Transaction means any merger, acquisition, disposition (including Asset Sale), dissolution, consolidation or Investment (or series of related transactions) by the Borrower or any Restricted Subsidiary that (i) is not permitted by the terms of the Credit Documents immediately prior to the consummation of such transaction, (ii) is for a purchase price (in the case of an acquisition or Investment) or sale price (in the case of disposition (including Asset Sale)) in an amount in excess of the lesser of $130,500,000 and 25% of Consolidated EBITDA (on a Pro Forma Basis) for the most recently ended Test Period or (iii) if permitted by the terms of the Credit Documents immediately prior to the consummation of such transaction, would not provide the Borrower and the Restricted Subsidiaries with adequate flexibility under the Credit Documents for the continuation and/or expansion of their combined operations following such consummation, in each case, as determined by the Borrower acting in good faith.