New Senior Secured Notes Sample Clauses

New Senior Secured Notes. (i) The Agents shall have received evidence satisfactory to them that the Borrower shall have received gross cash proceeds of at least $150,000,000 from the issuance of a like aggregate principal amount of New Senior Secured Notes and (ii) the Administrative Agent shall have received (in a form and substance satisfactory to the Agents) true and correct copies, certified as to authenticity by the Borrower, of the New Senior Secured Note Documents.
New Senior Secured Notes. Issuer: Banro Corporation (“Banro”), or the direct Barbados subsidiary of Banro Corporation with the guarantee of the parent (the “Issuer”). Instrument: New Senior Secured Notes Principal Amount: US$197.5 million The closing/funding shall be simultaneous with the repayment of the securities to be exchanged pursuant to the Plan of Arrangement. Maturity Date: March 1, 2021 Cash Interest: Subject to the Coupon Enhancement below, interest will accrue at 10.00% p.a. and is payable in arrears based on 30/360 day basis on the first day of March, June, September and December through the maturity date. Coupon Enhancement: At each interest payment date, there will be a liquidity test to determine if an enhanced coupon will be paid as follows: If the trailing four quarter EBITDA as reported at the record date for the interest payment (i) is greater than $90 million but not greater than $100 million, the coupon for the ensuing quarter will increase to 11% per annum; and, (ii) is greater than $100 million, the coupon for the ensuing quarter will increase to 12% per annum. Additional Amounts Subject to ordinary restrictions, in the event that payments made under the New Senior Secured Notes are subject to non-resident withholding tax, the Issuer will increase the amount of such payments such that, after deducting such withholding tax, the recipient of the payment will receive the same amount, net of withholding tax, that the recipient would have received if no withholding tax was payable. Common Equity Consideration: On the Implementation Date there will be an allocation of 575.11449 new common shares per US$1,000 principal amount of the New Senior Secured Notes to be allocated pro rata to recipients of the New Senior Secured Notes.
New Senior Secured Notes. Reorganized Teletrac shall cause to be kept at its principal office a register for the registration and transfer of the Senior Secured Notes as hereinafter provided. Subject to the restrictions on transfer under the Securities Act, Reorganized Teletrac will at any time, at its expense, at the request of the holder of any Senior Secured Note, and upon surrender of such Senior Secured Note for such purpose, issue new Senior Secured Notes in exchange therefor, registered in the name of the holder or such person or persons as may be designated by such holder, dated the date to which interest has been paid on the surrendered Senior Secured Note, in an aggregate principal amount equal to the unpaid principal amount of such Senior Secured Note and substantially in the form of such Senior Secured Note with appropriate variations.
New Senior Secured Notes. In the case of the initial extension of credit, Parent shall have received gross cash proceeds in a minimum amount of $370,000,000 from the issuance of the New Senior Secured Notes.
New Senior Secured Notes. Issuer: BNHI Guarantors: Except as otherwise agreed, all direct and indirect subsidiaries of BNHI Principal Amount: $150,000,000 senior secured notes (the “New Senior Secured Notes”) Interest Rate: 10.5% Default Interest Rate: 2% in excess of the Interest Rate on any defaulted amount Maturity Date: 5 years from issue date Optional Redemption: The Issuer may, at its option, redeem all or any portion of the New Senior Secured Notes at the redemption prices set forth below, plus accrued and unpaid interest to the redemption date: Within six months of issue date 100% Six months to 18 months following issue date 105% 18 months to 30 months following issue date 104% 30 months to 42 months following issue date 103% 42 months to 54 months following issue date 102% 54 months to 60 months following issue date 100% Collateral: Not less than what is currently provided with respect to the Existing Notes. Covenants: Substantially similar to those in the Existing Indenture, subject to the changes detailed below. Reporting Obligations: Obligations to file financial reports with the Securities and Exchange Commission that are substantially similar to those under the Existing Indenture. New Common Stock: Of the new common stock issued by the restructured Issuer (the “New Common Stock”), 97.5% of the initial New Common Stock as of the Effective Date, subject to subsequent dilution by exercise of the Equity Holder Warrants (as defined below) and any equity issued under a management incentive plan (the “MIP”). With respect to the resolution of shareholder and regulatory issues relating to Holders with nominal amounts of Existing Senior Notes, including any payments proposed to be made in connection therewith, the Company and the Required Consenting Noteholders shall resolve such issues on terms satisfactory to the Required Consenting Noteholders. EXISTING INDENTURE AMENDMENTS The provisions of the Existing Indenture will be modified as set forth below. Certain capitalized terms used in this “Covenants” section but not otherwise defined have the meanings set forth in the Existing Indenture. General • Eliminate provisions regarding ATX Acquisition and related escrow concept. • Delete statement that holders of beneficial interest in voting stock of the Issuer greater than 10% are deemed to control the Issuer. • Exclude votes of Affiliates under Section 2.09 only to the extent required by the Trust Indenture Act. • Continuing Letter of Credit requirements to be agreed with the Req...
New Senior Secured Notes. On the Effective Date, the Reorganized Debtors may issue the New Senior Secured Notes, which shall be reasonably satisfactory in form and substance to the Ad Hoc 8.625% Noteholders and JPMorgan Noteholders; provided, however, that to the extent any provisions will affect the nature, value, or form of the recovery to the Ad Hoc 8.625% Noteholders and the JPMorgan Noteholders, they shall be satisfactory to such Holders; provided, further, if the New Senior Secured Notes contain terms less favorable to the Debtors and their creditors than those set forth in Exhibit D to the Restructuring and Support Agreement, such terms must be satisfactory to counsel to the Ad Hoc 8.625% Noteholders and counsel to the JPMorgan Noteholders. Confirmation shall be deemed approval of New Senior Secured Notes (including the transactions contemplated thereby, and all actions to be taken, undertakings to be made, and obligations to be incurred by the Reorganized Debtors in connection therewith) and authorization for the Reorganized Debtors to enter into and execute New Senior Secured Notes documents, subject to such modifications as the Reorganized Debtors may deem to be reasonably necessary to consummate such New Senior Secured Notes.
New Senior Secured Notes 

Related to New Senior Secured Notes

  • Subordinated Notes The Subordinated Notes have been duly authorized by the Company and when executed by the Company and issued, delivered to and paid for by the Purchasers in accordance with the terms of the Agreement, will have been duly executed, authenticated, issued and delivered, and will constitute legal, valid and binding obligations of the Company and enforceable in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

  • Senior Subordinated Notes (a) At or prior to the Effective Time, the Company, Holding and Acquiror will take all actions as may be necessary to (i) repurchase the aggregate principal amount of the Company's 8-7/8% Senior Subordinated Notes due 2006 (hereinafter referred to as the "Notes") that are tendered to the Company on the terms set forth in Section 8.10 of the Company Disclosure Schedule and such other customary terms and conditions as are reasonably acceptable to Acquiror and (ii) obtain the consent of holders of such principal amount of the Notes outstanding required pursuant to terms of the First Supplemental Indenture dated as of May 26, 1998 between the Company and State Street Bank and Trust Company of California, National Association, as Trustee (the "Indenture"), to amend the terms of the Indenture in the manner set forth in Section 8.10 of the Company Disclosure Schedule (the foregoing clauses (i) and (ii), together the "Debt Offer"). Notwithstanding the foregoing, in no event shall the Company be required to take any action that could obligate the Company to repurchase any Notes or incur any additional obligations to the holders of Notes prior to the Effective Time.

  • Additional Notes; Repurchases The Company may, without the consent of or notice to the Holders and notwithstanding Section 2.01, reopen this Indenture and issue additional Notes hereunder with the same terms as the Notes initially issued hereunder (other than differences in the issue date, the issue price, interest accrued prior to the issue date of such additional Notes and, if applicable, restrictions on transfer in respect of such additional Notes (including pursuant to Section 2.05 hereunder)) in an unlimited aggregate principal amount; provided that if any such additional Notes are not fungible with the Notes initially issued hereunder for U.S. federal securities law and income tax purposes, such additional Notes shall have one or more separate CUSIP numbers. Any additional Notes will be treated as a single series for all purposes under this Indenture except as set forth in the first sentence of this Section 2.10. Prior to the issuance of any such additional Notes, the Company shall deliver to the Trustee a Company Order, an Officer’s Certificate and an Opinion of Counsel, such Officer’s Certificate and Opinion of Counsel to cover such matters required by Section 17.05. In addition, the Company may, to the extent permitted by law, and directly or indirectly (regardless of whether such Notes are surrendered to the Company), repurchase Notes in the open market or otherwise, whether by the Company or its Subsidiaries or through a private or public tender or exchange offer or through counterparties to private agreements, including by cash-settled swaps or other derivatives, in each case, without prior written notice to Holders. The Company shall cause any Notes so repurchased (other than Notes repurchased pursuant to cash-settled swaps or other derivatives) to be surrendered to the Trustee for cancellation in accordance with Section 2.08 and such Notes shall no longer be considered outstanding under this Indenture upon their repurchase.

  • Additional Senior Debt To the extent, but only to the extent, permitted by the provisions of the Credit Agreement and the Additional First-Lien Documents, the Company may incur additional indebtedness after the date hereof that is permitted by the Credit Agreement and the Additional First-Lien Documents to be incurred and secured on an equal and ratable basis by the Liens securing the First-Lien Obligations (such indebtedness referred to as “Additional Senior Class Debt”). Any such Additional Senior Class Debt may be secured by a Lien and may be Guaranteed by the Grantors on a senior basis, in each case under and pursuant to the Additional First-Lien Documents, if and subject to the condition that the Authorized Representative of any such Additional Senior Class Debt (each, an “Additional Senior Class Debt Representative”), acting on behalf of the holders of such Additional Senior Class Debt (such Authorized Representative and holders in respect of any Additional Senior Class Debt being referred to as the “Additional Senior Class Debt Parties”), becomes a party to this Agreement by satisfying the conditions set forth in clauses (i) through (iv) of the immediately succeeding paragraph. In order for an Additional Senior Class Debt Representative to become a party to this Agreement,

  • Senior Notes On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to each Underwriter listed on Schedule A, severally and not jointly, and each Underwriter listed on Schedule A, severally and not jointly, agrees to purchase from the Company, at a price equal to _____% of the principal amount thereof, the principal amount of Senior Notes set forth in Schedule A opposite the name of such Underwriter, plus any additional principal amount of Senior Notes which such Underwriter may become obligated to purchase pursuant to the provisions of Section 12 hereof.

  • Notes Subordinated to Senior Indebtedness The Company covenants and agrees, and each Holder of the Notes, by its acceptance thereof, likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article Ten; and each Person holding any Note, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees that the payment of all Obligations on the Notes by the Company shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment to the prior payment in full in cash of all Senior Indebtedness of the Company; that the subordination is for the benefit of, and shall be enforceable directly by, the holders of Senior Indebtedness of the Company, and that each holder of Senior Indebtedness of the Company whether now outstanding or hereafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Indebtedness of the Company in reliance upon the covenants and provisions contained in this Indenture and the Notes. Only Indebtedness of the Company that is Senior Indebtedness of the Company will rank senior to the Notes in accordance with the provisions of the Indenture. The Notes will in all respects rank pari passu with all other Senior Subordinated Indebtedness of the Company. Unsecured Indebtedness is not deemed to be subordinated or junior to secured Indebtedness merely because it is unsecured. The terms of the subordination provisions described in this Article Ten shall not apply to payments from money or the proceeds of U.S. Government Obligations in trust by the Trustee for the payment of principal and interest on the Notes pursuant to the provisions described in Article Eight unless such payments were in violation of Designated Senior Indebtedness.

  • Convertible Notes The Borrower shall:

  • Initial Notes On the Issue Date, there will be originally issued four hundred and two million five hundred thousand dollars ($402,500,000) aggregate principal amount of Notes, subject to the provisions of this Indenture (including Section 2.02). Notes issued pursuant to this Section 2.03(A), and any Notes issued in exchange therefor or in substitution thereof, are referred to in this Indenture as the “Initial Notes.”

  • Subordinated Note At any time, directly or indirectly, pay, prepay, repurchase, redeem, retire or otherwise acquire, or make any payment on account of any principal of, interest on or premium payable in connection with the repayment or redemption of the Subordinated Note, except as expressly permitted in the Subordination Agreement.

  • Notes Subordinate to Senior Indebtedness The Company covenants and agrees, and each Holder of Notes, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article 11, the Indebtedness represented by the Notes and the payment of the principal of, premium, if any, and interest on the Notes are hereby expressly made subordinate and subject in right of payment as provided in this Article 11 to the prior payment in full in cash or Cash Equivalents or, as acceptable to the holders of Senior Indebtedness, in any other manner, of all Senior Indebtedness. This Article 11 shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of or continue to hold Senior Indebtedness; and such provisions are made for the benefit of the holders of Senior Indebtedness; and such holders are made obligees hereunder and they or each of them may enforce such provisions.