Prepayment Equity Issuance definition

Prepayment Equity Issuance means any issuance by the Borrower of any equity or equity-linked securities other than (i) pursuant to any employment agreement, employee equity compensation plan or agreement or other employee equity compensation arrangement, any employee benefit plan or agreement or other employee benefit arrangement or any non-employee director equity compensation plan or agreement or other non-employee director equity compensation arrangement or pursuant to the exercise or vesting of any employee or director stock options, restricted stock units, warrants or other equity awards, (ii) pursuant to dividend reinvestment programs and (iii) equity or equity-linked securities issued or transferred directly as consideration with respect to any acquisition, divestiture or joint venture arrangement (excluding for the avoidance of doubt any cash or cash equivalents received as proceeds of such issuance or transfer).
Sample 1
Prepayment Equity Issuance means any issuance by the Borrower of any equity or equity-linked securities other than (a) pursuant to any employment agreement, employee equity compensation plan or agreement or other employee equity compensation arrangement, any employee benefit plan or agreement or other employee benefit arrangement or any non-employee director equity compensation plan or agreement or other non-employee director equity compensation arrangement or pursuant to the exercise or vesting of any employee or director stock options, restricted stock units, warrants or other equity awards, (b) pursuant to dividend reinvestment programs, (c) equity or equity-linked securities issued or transferred directly as consideration with respect to any acquisition, Disposition or joint venture arrangement permitted hereunder (excluding for the avoidance of doubt any cash or cash equivalents received as proceeds of such issuance or transfer) and (d) Equity Interests issued in lieu of payment of cash dividends on the Existing Preferred Equity Interests in accordance with the terms of the Amended and Restated Certificate of Incorporation and that certain Certificate of Designations of 6.25% Series B Mandatory Convertible Preferred Stock dated as of January 21, 2015 as in effect on the Effective Date.
Sample 1
Prepayment Equity Issuance means any issuance by the Borrower of any equity or equity-linked securities other than (a) pursuant to any employment agreement, employee equity compensation plan or agreement or other employee equity compensation arrangement, any employee benefit plan or agreement or other employee benefit arrangement or any non-employee director equity compensation plan or agreement or other non-employee director equity compensation arrangement or pursuant to the exercise or vesting of any employee or director stock options, restricted stock units, warrants or other equity awards,(b) pursuant to dividend reinvestment programs, (c) equity or equity-linked securities issued or transferred directly as consideration with respect to any acquisition, Disposition or joint venture arrangement permitted hereunder (excluding for the avoidance of doubt any cash or cash equivalents received as proceeds of such issuance or transfer) and (d) Equity Interests issued in lieu of payment of cash dividends on the Existing Preferred Equity Interests in accordance with the terms of the Amended and Restated Certificate of Incorporation and that certain Certificate of Designations of 6.25% Series B Mandatory Convertible Preferred Stock dated as of January 21, 2015 as in effect on the Effective Date.
Sample 1

Examples of Prepayment Equity Issuance in a sentence

  • The Borrower shall notify the Administrative Agent of the occurrence of any Prepayment Equity Issuance at least one (1) Business Day prior to the consummation of such Prepayment Equity Issuance and such notice shall be accompanied by a reasonably detailed calculation of the anticipated Net Cash Proceeds thereof.

  • Promptly following receipt of such notice, the Administrative Agent shall advise the Lenders of the occurrence of the Prepayment Equity Issuance and the anticipated Net Cash Proceeds thereof.


More Definitions of Prepayment Equity Issuance

Prepayment Equity Issuance means any issuance by the Borrower or any of its Subsidiaries of any equity or equity-linked securities in a capital raising transaction other than (a) equity issued as Stock Consideration (as defined in the Covance Acquisition Agreement) in connection with the Covance Acquisition, or (b) pursuant to any employment agreement, employee equity compensation plan or agreement or other employee equity compensation arrangement, any employee benefit plan or agreement or other employee benefit arrangement or any non-employee director equity compensation plan or agreement or other non-employee director equity compensation arrangement or pursuant to the exercise or vesting of any employee or director stock options, restricted stock units, warrants or other equity awards.
Sample 1

Related to Prepayment Equity Issuance

  • Equity Issuance means any issuance or sale by a Person of any Equity Interest in such Person and shall in any event include the issuance of any Equity Interest upon the conversion or exchange of any security constituting Indebtedness that is convertible or exchangeable, or is being converted or exchanged, for Equity Interests.

  • Equity Issuance Proceeds means, with respect to any Equity Issuance, all cash and cash equivalent investments received by the Borrower or any of its Subsidiaries from such Equity Issuance after payment of, or provision for, all underwriter fees and expenses, SEC and blue sky fees, printing costs, fees and expenses of accountants, lawyers and other professional advisors, brokerage commissions and other out-of-pocket fees and expenses actually incurred in connection with such Equity Issuance.

  • Reinvestment Prepayment Amount with respect to any Reinvestment Event, the Reinvestment Deferred Amount relating thereto less any amount expended prior to the relevant Reinvestment Prepayment Date to acquire or repair assets useful in the Borrower’s business.

  • Prepayment Asset Sale means any Disposition by the Borrower or its Restricted Subsidiaries made pursuant to Section 6.07(h).

  • Reinvestment Prepayment Date with respect to any Reinvestment Event, the earlier of (a) the date occurring twelve months after such Reinvestment Event and (b) the date on which the Borrower shall have determined not to, or shall have otherwise ceased to, acquire or repair assets useful in the Borrower’s business with all or any portion of the relevant Reinvestment Deferred Amount.

  • Mandatory Prepayment Amount for any Debentures shall equal the sum of (i) the greater of: (A) 130% of the principal amount of Debentures to be prepaid, plus all accrued and unpaid interest thereon, or (B) the principal amount of Debentures to be prepaid, plus all other accrued and unpaid interest hereon, divided by the Conversion Price on (x) the date the Mandatory Prepayment Amount is demanded or otherwise due or (y) the date the Mandatory Prepayment Amount is paid in full, whichever is less, multiplied by the VWAP on (x) the date the Mandatory Prepayment Amount is demanded or otherwise due or (y) the date the Mandatory Prepayment Amount is paid in full, whichever is greater, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of such Debentures.

  • Excluded Equity Issuance means (i) any issuance of Equity Interest by a member of the Restricted Group to another member of the Restricted Group, (ii) any issuance of Equity Interests by the Borrower pursuant to an equity incentive or compensation plan or pursuant to a dividend reinvestment or share purchase plan, and (iii) any issuance of Equity Interest in Parent to acquire limited partnership interests in PREIT.

  • Permitted Equity Issuance means any sale or issuance of any Qualified Equity Interests of Holdings or any direct or indirect parent of Holdings (and, after a Qualifying IPO, of any Intermediate Holding Company), in each case to the extent permitted hereunder.

  • Reinvestment Notice a written notice executed by a Responsible Officer stating that no Event of Default has occurred and is continuing and that the Borrower (directly or indirectly through a Subsidiary) intends and expects to use all or a specified portion of the Net Cash Proceeds of an Asset Sale or Recovery Event to acquire or repair assets useful in its business.

  • ECF Prepayment Amount has the meaning assigned to such term in Section 2.11(b)(i).

  • Prepayment Consideration shall have the meaning set forth in Section 2.3.1.

  • Principal Prepayment Amount For any Distribution Date and for any Loan Group, the sum with respect to the Mortgage Loans in such Loan Group of (i) Curtailments received during the Prior Period from such Mortgage Loans and (ii) Payoffs received during the Payoff Period from such Mortgage Loans.

  • Mandatory Prepayment Date as defined in Section 2.12(e).

  • Net Equity Proceeds means an amount equal to any Cash proceeds from a capital contribution to, or the issuance of any Equity Interests of, Holdings or any of its Subsidiaries, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

  • Prepayment Date has the meaning specified in Section 2.05(c).

  • Principal Funding Investment Proceeds means, with respect to each Transfer Date, the investment earnings on funds in the Principal Funding Account (net of investment expenses and losses) for the period from and including the immediately preceding Transfer Date to but excluding such Transfer Date.

  • Debt Incurrence Prepayment Event means any issuance or incurrence by the Borrower or any of the Restricted Subsidiaries of any Indebtedness (excluding any Indebtedness permitted to be issued or incurred under Section 10.1 other than Section 10.1(o) or, except to the extent accompanied by a corresponding reduction of the Revolving Credit Commitments Section 10.1(y)).

  • Prepayment Notice means a notice by the Borrower to prepay Loans, which shall be in such form as the Appropriate Party may approve.

  • Debt Issuance means the issuance by any Loan Party or any Subsidiary of any Indebtedness other than Indebtedness permitted under Section 8.03.

  • Mandatory Prepayment Event has the meaning specified in Section 2.03(b)(i).

  • Waivable Mandatory Prepayment as defined in Section 2.15(c).

  • Prepayment Amount means the amount required to prepay the Annual Special Tax obligation in full for an Assessor’s Parcel as described in Section G.

  • Redemption Proceeds means any proceeds in any applicable currency from a redemption in respect of the Charged Assets in accordance with the terms and conditions of such Charged Assets.

  • Debt Prepayment Application means, with respect to any asset disposition, the application by the Company or any Subsidiary thereof of cash in an amount equal to the Net Proceeds Amount (or portion thereof) with respect to such asset disposition to pay Senior Indebtedness of the Company or such Subsidiary.

  • Prepayment means any prepayment, whether in part or in full, in respect of any Receivable.

  • Mandatory Prepayment is defined in Section 2.4(a).