Permitted Interim Financing definition

Permitted Interim Financing means Indebtedness for borrowed money incurred by the Borrower provided that (i) the maturity date thereof extends to at least 366 days beyond the Final Maturity Date, (ii) such Indebtedness (A) is unsecured or is secured by a Lien that is junior to any Lien securing any amounts outstanding under this Agreement and (B) is not guaranteed by any Subsidiary of the Borrower, (iii) such Indebtedness contains representations, warranties, covenants and agreements which are not more restrictive, individually or taken as a whole, than those in effect hereunder and (iv) such Indebtedness is subject to subordination and intercreditor arrangements satisfactory to the Lenders (and appropriate to reflect the senior, secured nature of the Obligations).".

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Permitted Interim Financing means Indebtedness for borrowed money incurred by the Borrower provided that (i) the Net Debt Proceeds therefrom shall be applied in accordance with Section 2.7, (ii) the maturity date thereof extends to at least 366 days beyond the Final Maturity Date, (iii) such Indebtedness is unsecured and is not guaranteed by any Subsidiary of the Borrower, (iv) such Indebtedness contains representations, warranties, covenants and agreements which are not more restrictive, individually or taken as a whole, than those in effect hereunder, (v) such Indebtedness is subject to subordination and intercreditor arrangements satisfactory to the Lenders (and appropriate to reflect the senior, secured nature of the Obligations) and (vi) such Indebtedness otherwise satisfies the requirements of Section 7.01(a)(x)(A)(II) of the Merger Agreement.

Permitted Interim Financing has the meaning set forth in Section 5.1(b)(v).

Examples of Permitted Interim Financing in a sentence

The Borrower will not, and will not permit its Subsidiaries to, directly or indirectly, incur any Indebtedness other than Permitted Indebtedness (so long as, in the case of Permitted Interim Financing, the Net Debt Proceeds thereof are applied as required by Section 2.7) and the Borrower will not issue any Disqualified Stock or permit any of its Subsidiaries to issue any Disqualified Stock.
The Company shall keep SPAC reasonably informed with respect any Company Permitted Interim Financing.
Immediately following the Pre-Closing Recapitalization but prior to the Effective Time, to the extent the Company issued any convertible, exchangeable or other derivative security in connection with a Permitted Interim Financing, the number of Company Ordinary Shares issuable upon the conversion, exercise or exchange of such security and the applicable conversion exercise or exchange price or ratio shall be equitably adjusted to give effect to the Exchange Ratio.
For the avoidance of doubt, BAC hereby acknowledges and agrees that any action taken by the Company or any of its Representatives in connection with the Company Permitted Interim Financing shall not be deemed to constitute a breach of this Section 7.04(a) with respect to a Company Acquisition Proposal or a Company Offering.
The Borrower will not, and will not permit its Subsidiaries to, directly or indirectly, incur any Indebtedness other than Permitted Indebtedness (so long as, in the case of Permitted Interim Financing, the Net Debt Proceeds thereof are applied as required by Section 2.07) and the Borrower will not issue any Disqualified Stock or permit any of its Subsidiaries to issue any Disqualified Stock.
For purposes hereof, “Company Acquisition Proposal” means any inquiry, proposal or offer concerning a merger, consolidation, liquidation, recapitalization, share exchange or other transaction involving the sale, lease, exchange or other disposition of more than fifteen percent (15%) of the properties or assets or equity interests of the Company or any of its Subsidiaries, excluding, for the avoidance of doubt, any Permitted Interim Financing.
SPAC expressly consents to the issuance of the Notes and the other transactions contemplated by the Transaction Documents, whether as a Company Permitted Interim Financing as contemplated under the Merger Agreement or otherwise.
For the avoidance of doubt, any such Sponsor Shares transferred to such escrow or trust account for the benefit of third party investors in such Permitted Interim Financing or in connection with such Redemption Mitigation Measure shall, immediately upon release of such Sponsor Shares from such escrow or trust account to such third party investor, shall be deemed to be “Forfeited Sponsor Interests”, and such release shall be deemed to be a “Forfeiture”, in each case for all purposes of this Agreement.
For the avoidance of doubt, the foregoing shall not restrict the Company from soliciting, structuring, entering into or consummating any Company Permitted Interim Financing.

More Definitions of Permitted Interim Financing

Permitted Interim Financing means any one or more capital raising transactions entered into on or after the date hereof in which the Company is the issuer, whether through the sale of equity securities or convertible debt securities or a combination thereof (including any preferred stock or other securities convertible into or exercisable for Company Common Stock), the aggregate amount of which will not exceed $50,000,000; provided, that (i) the aggregate number of securities issued or issuable by the Company does not result in a change of control of the Company, (ii) any such capital raising transaction would not alter the terms of the Merger Agreement or the Ancillary Agreements or delay or impair the transactions contemplated hereunder and thereunder and (iii) the Company shall not consummate any such capital raising transaction without reasonable prior consultation with Acquiror.

Permitted Interim Financing has the meaning given in paragraph 1.7 of Part B of Schedule 2;

Permitted Interim Financing means Indebtedness for borrowed money incurred by the Borrower provided that (i) the maturity date thereof extends to at least 366 days beyond the Final Maturity Date, (ii) such Indebtedness is unsecured and is not guaranteed by any Subsidiary of the Borrower, (iii) such Indebtedness contains representations, warranties, covenants and agreements which are not more restrictive, individually or taken as a whole, than those in effect hereunder, and (iv) such Indebtedness is subject to subordination and intercreditor arrangements satisfactory to the Lenders (and appropriate to reflect the senior, secured nature of the Obligations).