Drop-Down Transaction definition

Drop-Down Transaction means an acquisition of Property by the Company or any Restricted Subsidiary from any Person in one or a series of related transactions.

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Drop-Down Transaction means a transaction where Parent or any of its Subsidiaries acquires property or assets from the Permitted Investor Group (other than the Parent or any of its Subsidiaries), and the Consolidated EBITDA attributable to such acquisition shall exceed 5% of Consolidated EBITDA as of the last day of the prior fiscal quarter for the period of four quarters then ending.

Drop-Down Transaction means those certain transactions pursuant to that certain Purchase, Sale and Contribution Agreement, dated as of May 7, 2015, by and among certain of the Debtors, as sellers, and certain of the MLP Entities, as purchasers.

Examples of Drop-Down Transaction in a sentence

• Section 5.01 of the Indenture provides that in the event of an Asset Drop-Down Transaction, the Wholly-Owned Restricted Subsidiary of Iridium to which substantially all or all of the assets of Iridium are conveyed or transferred, shall expressly assume, by a supplemental indenture to the Indenture, executed and delivered to the Trustee in form satisfactory to the Trustee, all the obligations of Iridium under this Indenture.

• Section 5.01 of the Indenture provides that, in connection with the Asset Drop-Down Transaction, (i) the Successor Company shall succeed, and be substituted for, and may exercise every right and power of, Iridium under the Indenture and the Securities and (ii) Iridium shall be released from all obligations and covenants under the Indenture and the Securities.

• Such conveyance or transfer by Iridium of substantially all of its assets to Operating being an Asset Drop-Down Transaction.

• After giving effect to the Drop-Down Transaction, the Partnership will own the SPPR Logistics Assets; and the Partnership will own such SPPR Logistics Assets free and clear of all Liens, other than Permitted Liens (as such term is defined in the Contribution Agreement) or as described in the Registration Statement, the General Disclosure Package or the Prospectus.

More Definitions of Drop-Down Transaction

Drop-Down Transaction means the contribution, sale, lease, conveyance, disposition or other transfer, whether directly or indirectly through a series of related transactions, by the Borrower or any of its Restricted Subsidiaries to the MLP Entities of (a) the limited partnership interests of CST Fuel Supply Co, (b) the limited partnership interests of Flash Fuel, LP, (c) 100% of the limited liability company interests of Fuel South, (d) 100% of the limited liability interests of Flash Fuel, LLC and/or (e) the real and personal Property comprising the retail stores initially opened since the Funding Date or the Borrower’s headquarters and distribution center.”

Drop-Down Transaction. As defined in Section 2.1(a).

Drop-Down Transaction means one or more Drop-Down Acquisitions of certain midstream assets located in Ohio and West Virginia from EQT Corporation and its subsidiaries for aggregate consideration of approximately $1.5 billion in cash and Capital Stock of the Borrower.

Drop-Down Transaction means the contribution, sale, lease, conveyance, disposition or other transfer by the Borrower or any of its Restricted Subsidiaries to the MLP Entities of (a) the limited partnership interests of CST Fuel Supply Co and (b) the real and personal Property comprising the retail stores initially opened since the Funding Date or the Borrower’s headquarters and distribution center.