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 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 acquisition, dissolution, merger or consolidation that is either (a) not permitted by this Agreement immediately prior to the consummation of such transaction or (b) if permitted by this Agreement immediately prior to the consummation of such transaction, would not provide Holdings and its Subsidiaries 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.
Examples of Transformative Transaction in a sentence
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.
There is no Transformative Transaction under clause (B) or (C) above when the transfer or license transaction is to or from an entity that is 100 percent controlled by the shareholders of the Company either immediately after the transfer (in the case of clause (B)) or immediately prior to the transfer (in the case of clause (C)).
This Agreement will commence as of the Effective Date will continue until the earlier of May 31, 2015 or the date that the Corporation consummates a Transformative Transaction (as defined in Appendix B), unless earlier terminated as provided in this Agreement or extended by the mutual agreement of the parties (the “Consulting Period”).
As used in this Agreement, “Performance Event” means, the consummation of a Transformative Transaction (as defined below); provided that such Transformative Transaction was approved by the Board at any time on or before September 30, 2015, or a later date as may be mutually agreed upon by the Company and the Executive (irrespective of the date following such Board approval that the Transformative Transaction is actually consummated).
For greater certainty, a Transformative Transaction shall not entitle any Holder to the acceleration of any Milestone Payment or any other payment in respect of any CVR held by such Holder (but shall be subject to adjustment as set forth in Section 2.6, if applicable).
More Definitions of Transformative 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, 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 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 acquisition, merger, disposition, dissolution, consolidation or investment, in any such case, by the Borrower and the Restricted Subsidiaries that either (a) is not permitted by the terms of this Agreement immediately prior to the consummation of such acquisition, merger, disposition, dissolution, consolidation or investment or (b) if permitted by the terms of this Agreement immediately prior to the consummation of such acquisition, merger, disposition, dissolution, consolidation or investment, would not provide the Borrower and the other Loan Parties with adequate flexibility under this Agreement for the continuation 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 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.
Transformative Transaction means any acquisition, investment or disposition or any transaction by the Borrower or any Restricted Subsidiary that is either (a) not permitted by the terms of this Agreement immediately prior to the consummation of such transaction or (b) if permitted by the terms of this Agreement immediately prior to the consummation of such transaction, would not provide the Borrower and its Restricted Subsidiaries with a durable capital structure following such consummation, as determined by the Borrower acting in good faith.