Closing Date Transaction definition

Closing Date Transaction means the “Transaction” as defined in the Existing Credit Agreement.
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Closing Date Transaction means the Acquisition, the Closing Date Refinancing, the execution and delivery of the Loan Documents and the Borrowings made hereunder on the Closing Date and the payment of all fees and expenses to be paid on or prior to the Closing Date and owing in connection with the foregoing.
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Examples of Closing Date Transaction in a sentence

  • The proceeds of the (a) Term Loans funded on the Closing Date and any Initial Revolving Borrowings shall be used on the Closing Date to (i) consummate the Acquisition and the other Closing Date Transactions, (ii) repay the Acquired Business Existing Debt and Indebtedness under the Existing Credit Agreement and (iii) pay the Closing Date Transaction Costs; and (b) Revolving Loans funded after the Closing Date shall be used for general corporate purposes and other purposes not prohibited hereunder.

  • As promptly as practicable but no later than sixty (60) days after the Closing Date, Purchasers shall prepare and deliver to Sellers a statement (the “Initial Post-Closing Adjustment Statement”) of (i) the Closing Working Capital, (ii) the Closing Cash Amount, (iii) the Closing Date Indebtedness, (iv) the Closing Date Transaction Fees; and (v) the Adjustment Amount, setting forth Purchasers’ calculation of the Adjustment Amount as of the Closing together with reasonable supporting calculations and detail.

  • The proceeds of the Original Loan made on the Closing Date, together with the proceeds of (i) the issuance of certain unsecured notes, (ii) the funding of $400,000,000 under the ABL Credit Agreement on the Closing Date and (iii) the Equity Contribution, were used to finance the Debt Prepayment and pay the Merger Consideration and the Closing Date Transaction Expenses.

  • The Closing Date Transactions shall have been consummated or shall be consummated simultaneously on the Closing Date, in each case in all material respects in accordance with the terms hereof and the terms of the Closing Date Transaction Documents, without the waiver or amendment of any such terms not approved by the Administrative Agent (such approval not to be unreasonably withheld) other than any waiver or amendment thereof that is not materially adverse to the interests of the Lenders.

  • The Administrative Agent shall have received a certificate of incumbency certifying the names, titles and specimen signatures for the officers of each Closing Date Transaction Party that has executed or will execute a Closing Date Transaction Document or, with respect to any Note Balance Increase Date, any documents executed on such date).

  • For the purposes of this Section 11.1(a), for the first four fiscal quarters ending after the Closing Date, Transaction Fees, to the extent such Transaction Fees were deducted from Consolidated Net Income for such fiscal quarter, shall be added to the calculation of Consolidated EBITDA for such fiscal quarter.

  • The execution and delivery by each of such Parent Party and its Affiliates of each of the Closing Date Transaction Documents to which it will be a party and the consummation of the Transactions to be consummated by it thereunder will have been duly authorized by all necessary corporate, partnership or limited liability company action.

  • Opinions of Counsel to the Closing Date Transaction Parties and the Indenture Trustee 21 Section 3.08.

  • If the Final Closing Date Transaction Expenses are less than the Estimated Closing Date Transaction Expenses, the Purchase Price shall be increased by an amount equal to the difference.

  • If the Final Closing Date Transaction Expenses are greater than the Estimated Closing Date Transaction Expenses, the Purchase Price shall be decreased by an amount equal to the difference.

Related to Closing Date Transaction

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Alternate Transaction shall have the meaning assigned to such term in Section 6.7(iii) hereof.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.