Consent Solicitation and Exchange Offer definition

Consent Solicitation and Exchange Offer means the consent solicitation and exchange offer as set forth in the offering circular and consent solicitation statement dated October 10, 2012 relating to the Senior Exchange Notes.
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Consent Solicitation and Exchange Offer means the solicitation of consents from Senior Noteholders with respect to certain proposed amendments to the Senior Notes Indenture and the simultaneous exchange offer for Second Lien Notes to be effected pursuant to the terms set forth on Annex C to the Term Sheet.
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Examples of Consent Solicitation and Exchange Offer in a sentence

  • Holders of 2024 Notes participating in the 2024 Consent Solicitation and Exchange Offer shall provide consents to amend the Existing 2024 Indenture through a supplemental indenture (the “2024 Supplemental Indenture,” and the Existing 2024 Indenture as amended thereby, the “Amended 2024 Indenture”) in a manner consistent with the terms of this term sheet (including the annexes hereto), with appropriate modifications to reflect the priority status of the 2024 Notes after giving effect to the Transactions.

  • Holders of 2024 Notes participating in the 2024 Consent Solicitation and Exchange Offer shall also provide the other consents and waivers agreed by the Company and the Majority Consenting Parties in connection with the 2024 Consent Solicitation and Exchange Offer.

  • The 2024 Consent Solicitation and Exchange Offer shall also provide for additional terms, including early tender premiums, reasonably acceptable to the Company and the Majority Consenting Parties.

  • Pursuant to the 2024 Consent Solicitation and Exchange Offer, holders of 2024 Notes will be solicited to provide consents to amend the Existing 2024 Indenture through the 2024 Supplemental Indenture.

  • Notwithstanding the foregoing, for the avoidance of doubt, no consent of Lenders shall be required under this Section 6.14 with respect to any amendments or modifications to the Senior Notes Indenture to become effective on the Second Restatement Effective Date as described in the Consent Solicitation and Exchange Offer.

  • The 2024 Consent Solicitation and Exchange Offer shall also provide for additional terms reasonably acceptable to the Company and the Majority Consenting Parties, including the early tender premium described under “2024 Notes Transaction Premium,” below.

  • Pursuant to the 2024 Consent Solicitation and Exchange Offer, holders of 2024 Notes will provide consents to amend the Existing 2024 Indenture through the 2024 Supplemental Indenture.

  • The Consent Solicitation shall have been consummated on terms satisfactory to Agent pursuant to the Consent Solicitation and Exchange Offer Document, and those Senior Subordinated Discount Notes which are not exchanged in the Exchange Offer will remain obligations of Holdings (and no other Credit Party) and will be subordinated to the Obligations of Borrower hereunder in a manner reasonably satisfactory to Agent.

Related to Consent Solicitation and Exchange Offer

  • Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.

  • Consent Solicitation has the meaning set forth in Section 6.15(b).

  • Exchange Offer means the exchange offer by the Company of Exchange Securities for Registrable Securities pursuant to Section 2(a) hereof.

  • Exchange Offer Registration Statement means an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein.

  • Registered Exchange Offer means the offer by the Issuers, pursuant to a Registration Rights Agreement, to certain Holders of Initial Notes, to issue and deliver to such Holders, in exchange for the Initial Notes, a like aggregate principal amount of Exchange Notes registered under the Securities Act.

  • Exchange Offer Registration Period means the one-year period following the consummation of the Registered Exchange Offer, exclusive of any period during which any stop order shall be in effect suspending the effectiveness of the Exchange Offer Registration Statement.

  • Exchange Offer Registration means a registration under the Securities Act effected pursuant to Section 2(a) hereof.

  • Permitted Debt Exchange Offer shall have the meaning provided in Section 2.15(a).

  • Consummation Deadline As defined in Section 3(b) hereof.

  • Private Exchange Notes See Section 2(b) hereof.

  • Tender Offer Documents means the documents provided to the holders of the Auction Preferred Shares by or on behalf of the Fund in connection with the Tender Offer.

  • Tender Offer means a takeover offer, tender offer, exchange offer, solicitation, proposal or other event by any entity or person that results in such entity or person purchasing, or otherwise obtaining or having the right to obtain, by conversion or other means, greater than 10 per cent. and less than 100 per cent. of the outstanding voting shares of the Share Company, as determined by the Determination Agent, based upon the making of filings with governmental or self-regulatory agencies or such other information as the Determination Agent deems relevant.

  • Private Exchange means the offer by the Company, pursuant to a Registration Rights Agreement, to the Initial Purchasers to issue and deliver to each Initial Purchaser, in exchange for the Initial Securities held by the Initial Purchaser as part of its initial distribution, a like aggregate principal amount of Private Exchange Securities.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Private Exchange Securities shall have the meaning set forth in Section 2(a) hereof.

  • Consent Solicitation Memorandum means the consent solicitation memorandum dated 20 October 2021 prepared by the Issuer in relation to the Consent Solicitation;

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Registration Deadline means, for purposes of the Registration Statement required pursuant to Section 2(a)(i), the earlier of (i) the date that is seventy-five (75) days after the date that the applicable Registration Statement is actually filed or (ii) the date that is seventy-five (75) days after the applicable Filing Deadline and, with respect to any Registration Statement required pursuant to Section 2(a)(ii), the Additional Registration Deadline.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Shelf Procedures means the rules and procedures established pursuant to NI 44-102;

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Registration Rights Agreements means that certain Registration Rights Agreement dated as of the Closing Date by and between the Parent and Laurus and each other registration rights agreement by and between the Parent and Laurus, as each of the same may be amended, modified and supplemented from time to time.