Extension Offers. Pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders of Loans with a like Maturity Date, the Borrowers may extend the Maturity Date of each such Lender’s U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments or European Revolving Facility Commitments and, subject to Section 2.22(3)(b), otherwise modify the terms of such U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments pursuant to the terms of the relevant Extension Offer, including by increasing the interest rate or fees payable in respect to such U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments (each, an “Extension,” and each group of U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments so extended, as well as the original U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments not so extended, being a “tranche”). Each Extension Offer will specify the minimum amount of U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments with respect to which an Extension Offer may be accepted, which will be an integral multiple of $1.0 million and an aggregate principal amount that is not less than $25.0 million (or (a) if less, the aggregate principal amount of such U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments or (b) such lesser minimum amount as is approved by the Administrative Agent, such consent not to be unreasonably withheld, conditioned or delayed), and shall be offered on a pro rata basis to all Lenders having U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments with a like Maturity Date. If the aggregate outstanding principal amount of Loans and U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments (calculated on the face amount thereof) in respect of which Lenders have accepted an Extension Offer exceeds the maximum aggregate principal amount of Loans and U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments offered to be extended pursuant to an Extension Offer, then the Loans and U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments of such Lenders will be extended ratably up to such maximum amount based on the U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments of the Lenders that have accepted such Extension Offer. There is no requirement that any Extension Offer or Extension Amendment (defined as follows) be subject to any “most favored nation” pricing provisions. Each Lender accepting an Extension Offer is referred to herein as an “Extending Lender,” and the Loans and U.S./Canadian Revolving Facility Commitment, French Revolving Facility Commitment and European Revolving Facility Commitment held by such Lender (and so extended) accepting an Extension Offer are referred to herein as “Extended Loans” and “Extended Commitments”.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Venator Materials PLC), Revolving Credit Agreement (Venator Materials PLC)