Fourth Amendment Transactions definition
Fourth Amendment Transactions means, collectively, (a) the entering into the Fourth Amendment and the funding of the Tranche B-1 Term Loans on the Fourth Amendment Effective Date, (b) the issuance of $400,000,000 in principal amount of Senior 2027 Notes on or around the Fourth Amendment Effective Date, (c) the consummation of any other transactions connected with the foregoing and (d) the payment of fees and expenses in connection with any of the foregoing (including the Transaction Expenses).
Fourth Amendment Transactions means (i) the distribution of the proceeds of the 2023 Incremental Term Loans and other available cash by XF to the Parent in the aggregate amount of the Repurchases (as defined below) (the “XPO Distribution”), (ii) the use of the proceeds of the XPO Distribution by the Parent to repurchase, immediately prior to the Repurchases, 85,334 Preferred Units (as defined in the Parent’s Second Amended and Restated Limited Liability Company Operating Agreement (the “LLCA”)) from XF for $130,766,360, together with accrued and unpaid dividends on such Preferred Units in accordance with the LLCA (the “Units Repurchase”), (iii) the use of proceeds from the Units Repurchase by XF to repurchase 85,334 shares of PubCo Convertible Preferred from one or more holders of such PubCo Convertible Preferred at an aggregate purchase price of $130,766,360, together with accrued and unpaid dividends on such shares of PubCo Convertible Preferred (the “Repurchases”) and (iv) the payment of fees and expenses in connection with the Fourth Amendment and the foregoing.
Fourth Amendment Transactions shall have the meaning assigned to such term in the Fourth Amendment.
Examples of Fourth Amendment Transactions in a sentence
On the date of the consummation of the Cordillera Acquisition, the Borrower shall use a portion of the proceeds of the Tranche B-1 Term Loans to finance the Fourth Amendment Transactions.
The Fourth Amendment Transactions shall have been (or, substantially concurrently with the making of the 2023 Incremental Term Loans, shall be) consummated.
After giving effect to the Fourth Amendment Transactions and the other transactions contemplated hereby, no Company shall have outstanding any Indebtedness or preferred stock other than (i) the Loans and Credit Extensions hereunder, (ii) the Senior Subordinated Notes, (iii) the New Senior Subordinated Notes, (iv) the Supplemental Financing, (v) Indebtedness permitted under the Existing Credit Agreement, (vi) Second Lien Term Loans and (vii) Indebtedness owed to either Borrower or any Guarantor.
The consummation of the Fourth Amendment Transactions will not give rise to any right of termination or right of renegotiation on the part of any union under any collective bargaining agreement to which any Company is bound.
The Lenders shall be satisfied that Parent, its Subsidiaries and the Fourth Amendment Transactions shall be in full compliance with all material Requirements of Law, including Regulations T, U and X of the Board, and shall have received reasonably satisfactory evidence of such compliance reasonably requested by them.
More Definitions of Fourth Amendment Transactions
Fourth Amendment Transactions shall have the meaning set forth in the definition of “Transactions”.
Fourth Amendment Transactions means (i) the execution, delivery and performance by the Parent, the Borrower and their subsidiaries (including those entities that will become subsidiaries of TopCo, the Parent or the Borrower on a pro forma basis after giving effect to the ▇▇▇▇▇▇▇ Merger) of the ▇▇▇▇▇▇▇ Merger Agreement and the consummation of the ▇▇▇▇▇▇▇ Merger, (ii) the execution, delivery and performance by TopCo, the Parent, the Borrower and their subsidiaries (including those entities that will become subsidiaries of TopCo, the Parent or the Borrower on a pro forma basis after giving effect to the ▇▇▇▇▇▇▇ Merger) of any amendment, waiver or modification of their respective debt financing facilities on or prior to the ▇▇▇▇▇▇▇ Merger Closing Date in connection with the ▇▇▇▇▇▇▇ Merger, including any borrowing base redeterminations thereunder and (iii) the payment of fees, costs and expenses in connection with the foregoing.
Fourth Amendment Transactions means, collectively, the transactions that occurred on or prior to the Fourth Amendment Effectiveness Date pursuant to the Fourth Amendment Transaction Documents, including (a) the consummation of the Alcoa Acquisition; (b) the execution, delivery and performance of those Loan Documents which were amended or otherwise modified on the Fourth Amendment Effectiveness Date to the extent contemplated by the Existing Credit Agreement and the borrowings that occurred on the Fourth Amendment Effectiveness Date; (c) the execution, delivery and performance of the Second Lien Loan Documents; and (d) the payment of all fees and expenses paid on or prior to the Fourth Amendment Effectiveness Date and owing in connection with the foregoing.
Fourth Amendment Transactions means, collectively, (a) the execution delivery and performance of the Fourth Amendment, (b) the consummation of the transactions contemplated by the Fourth Amendment and (c) the payment of the Fourth Amendment Transaction Costs.
Fourth Amendment Transactions means, collectively, (a) the entering into the Fourth Amendment and the funding of the Tranche B-1 Term Loans (as defined in the Fourth Amendment) on the Fourth Amendment Effective Date, (b) the issuance of $400,000,000 in principal amount of Senior 2027 Notes on or around the Fourth Amendment Effective Date, (c) the consummation of any other transactions connected with the foregoing and (d) the payment of fees and expenses in connection with any of the foregoing (including the Transaction Expenses). “Fronting Fee” shall have the meaning provided in Section 4.1(b). “FSHCO” shall mean any direct or indirect Domestic Subsidiary that has no material assets other than Capital Stock of one or more direct or indirect Foreign Subsidiaries that are CFCs. “Fund” shall mean any Person (other than a natural person) that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its activities. “GAAP” shall mean generally accepted accounting principles in the United States of America as in effect from time to time. “Governmental Authority” shall mean the government of the United States, any foreign country or any multinational authority, or any state, province, territory or other political subdivision thereof, and any entity, body or authority exercising executive, legislative, judicial, taxing, regulatory or administrative functions of or pertaining to government, including the PBGC and other quasi-governmental entities established to perform such functions. “Guarantee” shall mean the Guarantee, dated as of March 29, 2012, made by each Guarantor in favor of the Collateral Agent for the benefit of the Secured Parties, substantially in the form of Exhibit A, as amended, restated, amended and restated, supplemented or otherwise modified from time to time. “Guarantee Obligations” shall mean, as to any Person, any obligation of such Person guaranteeing or intended to guarantee any Indebtedness of any other Person (the “primary obligor”) in any manner, whether directly or indirectly, including any obligation of such Person, whether or not contingent, (a) to purchase any such Indebtedness or any property constituting direct or indirect security therefor, (b) to advance or supply funds (i) for the purchase or payment of any such Indebtedness or (ii) to maintain working capital or equity capital of the primary obligor or otherwise to maintain the net worth or solvency of the prim...
Fourth Amendment Transactions means (a) the incurrence of Indebtedness under the Term Loan Documents, (b) 2015 Note Discharge and (c) the 2020 Note Purchase Payment, the 2020 Note Delayed Purchase Payment and the 2020 Note Redemption.
Fourth Amendment Transactions means (i) the Fourth Amendment Preferred Equity Investment; (ii) the issuance of the 2029 Senior Notes; (iii) the contribution by the Parent to the Borrower of a portion of the proceeds from such 2029 Senior Notes issuance; (iv) the prepayment of the Loans by the Borrower in no less than the amount necessary to comply with the financial tests described in Section 7.13 of the Fourth Amendment; (v)