Debt Pushdown definition

Debt Pushdown means, collectively, the following transactions, among others:
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Debt Pushdown means the pushdown of debt within the Group substantially in the manner described in the Structure Memorandum or otherwise in a manner (notified in writing to the Facility Agent) that does not adversely affect the interests of the Lenders in any material respect.
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Debt Pushdown means the borrowing of debt by members of the Target Group and the repayment of debt borrowed by the Company under the Facilities substantially in the manner contemplated by the Structure Memorandum and in compliance with the requirements set out in Clause 3.2 (Debt Pushdown) or such other manner as has been previously approved in writing by the Majority Lenders acting reasonably and any Lender (such Lender also forming part of the Majority Lenders) the position of which would be prejudiced as a result of such other manner being implemented when compared to their respective position if the approach specified in the Structure Memorandum was implemented as contemplated therein.
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More Definitions of Debt Pushdown

Debt Pushdown has the meaning given to that term in Clause 24.37 (Debt Pushdown).
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Debt Pushdown means, prior to the SPV Structure Termination Date, at the option of the Proceeds Loan Borrowers, a pushdown of any Proceeds Loans and all related obligations under the Proceeds Loan Agreement through the corporate structure of the Restricted Group through one or a combination of the following methods: (i) the Proceeds Loan Borrowers will repay the applicable Proceeds Loans, together with accrued and unpaid interest and the SPV Borrower and/or the Initial Guarantor will on the day of repayment use the proceeds from such repayment to make new Proceeds Loans under the Proceeds Loan Agreement (the “Debt Pushdown Proceeds Loans”) to a Proceeds Loan Obligor (the “Debt Pushdown Proceeds Loan Borrower”) such that the currency, principal amount, maturity date, interest rate and interest period (which will be deemed to accrue from the last interest payment date of the applicable Proceeds Loan prior to repayment) of a Debt Pushdown Proceeds Loan will effectively be the same as the currency, principal, maturity, interest rate and interest period of the applicable Proceeds Loan prior to repayment; (ii) the novation or other transfer of the rights and obligations of the applicable Proceeds Loan Borrowers to the Debt Pushdown Proceeds Loan Borrower, (iii) the merger of the Proceeds Loan Borrowers with the Debt Pushdown Proceeds Loan Borrower, or (iv) any similar transaction.
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Debt Pushdown means the pushdown, at the option of the Initial Proceeds Loan Borrower and the SPV Borrower, of the Initial Notes Proceeds Loan and certain other proceeds loans and obligations thereunder through their corporate structure through one or a combination of methods.
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Debt Pushdown means the novation, transfer or push down of all or part of the rights and obligations of a borrower of Facility B to another member of the Group in accordance with the provisions of the Senior Term Facilities Agreement.
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Related to Debt Pushdown

  • Debt Purchase Transaction means, in relation to a person, a transaction where such person:

  • Acquisition Debt means any Indebtedness for Borrowed Money of the Borrower or any of its Subsidiaries that has been issued for the purpose of financing, in whole or in part, a Material Acquisition and any related transactions or series of related transactions (including for the purpose of refinancing or replacing all or a portion of any pre-existing Indebtedness for Borrowed Money of the Borrower, any of its Subsidiaries or the Person(s) or assets to be acquired); provided that (a)(i) the release of the proceeds thereof to the Borrower and its Subsidiaries is contingent upon the consummation of such Material Acquisition and, pending such release, such proceeds are held pursuant to an escrow or similar arrangement and (ii) if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such Material Acquisition is terminated prior to the consummation of such Material Acquisition or if such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness for Borrowed Money, such proceeds shall be promptly applied to satisfy and discharge all obligations of the Borrower and its Subsidiaries in respect of such Indebtedness for Borrowed Money or (b)(i) such Indebtedness for Borrowed Money contains a “special mandatory redemption” provision (or other similar provision) or otherwise permits such Indebtedness for Borrowed Money to be redeemed or prepaid if such Material Acquisition is not consummated by the date specified in the definitive documentation relating to such Indebtedness for Borrowed Money, and (ii) if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such Material Acquisition is terminated in accordance with its terms prior to the consummation of such Material Acquisition or such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness for Borrowed Money, such Indebtedness for Borrowed Money is so redeemed or prepaid within ninety (90) days of such termination or such specified date, as the case may be.

  • Performing Cash Pay High Yield Securities means High Yield Securities (a) as to which, at the time of determination, not less than 2/3rds of the interest (including accretions and “pay-in-kind” interest) for the current monthly, quarterly, semi-annual or annual period (as applicable) is payable in cash and (b) which are Performing.

  • Consolidated First Lien Net Debt means Consolidated Total Net Debt minus the sum of (i) the portion of Indebtedness of the Borrower or any Restricted Subsidiary included in Consolidated Total Net Debt that is not secured by any Lien on the Collateral and (ii) the portion of Indebtedness of the Borrower or any Restricted Subsidiary included in Consolidated Total Net Debt that is secured by Liens on the Collateral, which Liens are expressly subordinated or junior to the Liens securing the Obligations.

  • Debt Incurrence means any issuance or sale by the Borrower or any of its Subsidiaries of any Debt after the Closing Date other than Permitted Debt.