Consent Premium definition
Examples of Consent Premium in a sentence
An equivalent amount of Conversion Obligation, Make-Whole Premium and Consent Premium per $1,000 principal amount of outstanding Notes (other than the Holder Notes) will also be offered to all of the other holders of Notes who convert their respective Notes in accordance with the terms and conditions of the Indenture in connection with, and as a result of, the Proposed Transaction.
The Administrative Agent shall determine the portion of the Amendment & Consent Premium and the value to be ascribed to such Amendment & Consent Premium for U.S. federal income tax reporting purposes, and shall communicate such determination to the parties hereto.
The Amendment & Consent Premium shall be payable on the earlier of (i) July 30, 2021 or (ii) if the Sponsor completes an Additional Capital Raise, on the closing date of the Additional Capital Raise.
If the Sponsor does not complete an Additional Capital Raise, the Securities issued to the Lenders shall be in form and substance reasonably agreed to by GCEH and the Administrative Agent; provided, however, that if GCEH and the Administrative Agent are unable to agree upon the form and substance of the Securities to be issued to the Lenders, the Amendment & Consent Premium shall be paid in cash.
Holder acknowledges and agrees that it will not be entitled to receive any payments in respect of the Holder Notes in connection with the Proposed Transaction (including without limitation the Conversion Obligation, the Make-Whole Premium and the Consent Premium) unless and until the Supplemental Indenture is in full force and effect in its entirety and the Effective Time occurs.
On or prior to the Closing Date, SMLP shall, in full satisfaction of the DPPO, transfer to SMPH cash equal to the Consent Premium plus the Additional Consideration (the “SMLP Contribution”).
Each Lender acknowledges and agrees that issuance of the GCEH Warrants to such Lender satisfies the obligation of the Borrower to pay the both (x) the Amendment & Consent Premium (as defined in Section 3 of the Amendment No. 5 to the OpCo Senior Credit Agreement, dated as of July 29, 2021) and (y) the Amendment & Consent Premium (as defined in Section 3 of Consent No. 3 and Amendment No. 3 to the Credit Agreement, dated as of July 29, 2021).
The Amendment & Consent Premium was earned by each Lender on the date of Amendment No. 3.
The Amendment & Consent Premium was earned by each Lender on the date of Consent No. 2 and Amendment No. 2.
Consent Premium On the Closing Date, in exchange for the undertakings set forth in the TSA and/or the Consent Agreement, as applicable, each Directing Lender and Transaction Consenting Lender shall receive its pro rata share (based upon the aggregate amount of Term Loan Claims held by all Directing Lenders and Transaction Consenting Lenders in the aggregate) of the Consent Premium.