Permitted Reorganization Transactions means (a) the merger of one Borrower with and into another Borrower, (b) the dissolution and transfer of assets or properties by a Borrower to another Borrower, (c) the merger of one Guarantor with and into another Guarantor or into a Borrower, (d) the dissolution and transfer of assets or properties by a Guarantor to another Guarantor or a Borrower, or (e) the formation of a holding company (“Holdco”) that owns the Stock of the Borrowers so long as (i) at least 97% of the Stock of Holdco is owned by the Permitted Holders, (ii) no Default or Event of Default shall have occurred and be continuing, (iii) the Stock of Holdco that is owned, directly or indirectly, by the Permitted Holders is pledged to the Agent on terms and conditions satisfactory to Agent, (iv) Agent has a first priority perfected Lien on 65.3% of the Stock of Holdco and a perfected Lien on 32.6% of the Stock of Holdco subject only to a Lien in favor of Xxxxxxx Xxxxxx, but only so long as the Obligations owing by RBI to Xxxxxxx Xxxxxx are outstanding, (v) Holdco executes a joinder to the Credit Agreement and the Security Agreement, (vi) Holdco owns, directly or indirectly, all of the Stock of Borrowers, (vii) Agent has a first priority perfected Lien on the Stock owned by Holdco, (vii) Agent receives opinions of Holdco’s and Borrowers’ counsel in form and substance satisfactory to Agent, and (viii) Holdco, Xxxxxx X. Xxxxx, Xx, the Xxxxxx Xxxxx Trust, RBI and Borrowers shall have received all approvals or other consents by any Governmental Authority in connection with the transfer of the Stock from the Xxxxxx Xxxxx Trust and RBI to Holdco and the pledge of such Stock to Agent.
Permitted Reorganization Transactions means a series of transactions effected by the Borrower and certain of its Subsidiaries as described in the step plan dated December 13, 2018 entitled Macro Step Plan prepared by Ernst & Young as provided to the Administrative Agent, as such step plan may be modified from time to time, so long as (x) in the case of any such modification that is materially adverse to the Lenders, the Required Lenders approved such modification and (y) in the case of any other modification, the Administrative Agent shall approved such modification.
Permitted Reorganization Transactions means the series of transactions designed to move in a tax efficient manner, the ownership (a) of Xxxxxxx Corp. from the Issuer and the Company to AbitibiBowater Inc. or one of its Subsidiaries (other than Bowater Incorporated and its Subsidiaries) so that Xxxxxxx Corp. can be included in the U.S. consolidated tax return of AbitibiBowater Inc. and (b) possibly the ownership of the Company to AbitibiBowater Canada Holdings, Inc., such transactions to consist of: (i) the Xxxxxxx Sale; (ii) the transfer of the Excluded Proceeds from the sale of The Apache Railway Company and the Snowflake Facility to AbitibiBowater Inc. or one of its Subsidiaries, whether by means of a loan, dividend or equity redemption, and simultaneously therewith, the use of such Excluded Proceeds to either (1) pay principal or interest on any promissory note or other Indebtedness owing to the Issuer by such recipient or (2) purchase from the Issuer or the Company of additional shares of Equity Interests of Xxxxxxx Corp. by AbitibiBowater Inc. or one of its Subsidiaries with the same Excluded Proceeds; (iii) the acquisition of shares of Equity Interests of Xxxxxxx Corp. by AbitibiBowater Inc. or one of its Subsidiaries in exchange for a promissory note; (iv) the possible transfer by AbitibiBowater Inc. of all or a portion of the Equity Interests of the Company to one or more Subsidiaries of AbitibiBowater Inc.; (v) the possible continuance of the Company into a Nova Scotia limited liability company; (vi) the possible redemption or repurchase by the Issuer of certain shares of preferred stock of the Issuer held by the Company in exchange for shares of Equity Interests of Xxxxxxx Corp.; (vii) the possible amalgamation of the Company with a Nova Scotia limited liability company that is a Wholly Owned Subsidiary of AbitibiBowater Inc.; and/or (viii) the possible redemption by the Company of certain of its Equity Interests for consideration consisting exclusively of Equity Interests of Xxxxxxx Corp.
Examples of Permitted Reorganization Transactions in a sentence
Pledgors shall not (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, except in connection with a Permitted Reorganization Transaction or (ii) create or permit to exist any Lien upon or with respect to any of the Collateral of any of Pledgors, except for the Xxxxxxx Liens, the Trustee Liens, and Permitted Reorganization Transactions.
More Definitions of Permitted Reorganization Transactions
Permitted Reorganization Transactions means a series of transactions effected by ITG among itself and certain of its Subsidiaries and BST and its subsidiaries as described in the step plan dated April 14, 2008 entitled “ITG Legal Entity Realignment” prepared by Ernst & Young, attached to the Eleventh Amendment as Schedule A as such step plan may be modified from time to time so long as in the case of any such modification that is materially adverse to the Lenders, the Majority Lenders approved such modification.
Permitted Reorganization Transactions means (a) the merger of one Grantor with and into another Grantor, (b) the dissolution and transfer of assets or properties by a Grantor to another Grantor, (c) the merger of one Guarantor with and into another Guarantor or into a Grantor, (d) the dissolution and transfer of assets or properties by a Guarantor to another Guarantor or a Grantor, or (e) the formation of a holding company (“Holdco”) that owns the Equity Interests of the Grantors so long as (i) the Equity Interests of Holdco is owned by the same Persons who own the Issuers as of the Closing Date, (ii) no Default or Event of Default shall have occurred and be continuing, (iii) the Equity Interests of Holdco owned directly or indirectly by the Pledgors is pledged to the Agent on terms and conditions satisfactory to Agent and Agent has a perfected Lien on the Equity Interests of Holdco subject only to the Permitted Liens, (iv) Holdco executes a joinder to the Security Agreement, (v) Holdco owns, directly or indirectly, all of the Equity Interests of Borrowers, (vi) Agent has a perfected Lien on the Equity Interests owned by Holdco, (vii) Agent receives opinions of Holdco’s and Grantors’ counsel in form and substance satisfactory to Agent, and (vii) Holdco, Pledgors and Borrowers shall have received all approvals or other consents by any Governmental Authority in connection with the transfer of the Equity Interests to Holdco and the pledge of such Equity Interests to Agent.
Permitted Reorganization Transactions means (a) the merger of one Borrower (other than Parent) with and into another Borrower, (b) the dissolution and transfer of assets or properties by a Borrower (other than Parent) to another Borrower, (c) the merger of one Guarantor with and into another Guarantor or into a Borrower, (d) the dissolution and transfer of assets or properties by a Guarantor to another Guarantor or a Borrower, (e) the merger of a Non-Obligor with and into another Non-Obligor, or (f) the dissolution and transfer of the assets or properties of a Non-Obligor to another Non-Obligor, a Guarantor, or to a Borrower (so long as, in the case of a Guarantor or a Borrower they do not become liable, directly or indirectly, for any liabilities of such Non-Obligor).
Permitted Reorganization Transactions means any internal reorganization transaction or action by the Issuer or any of its Restricted Subsidiaries in connection with, or reasonably related to, the Gamesys Acquisition, including, without limitation, the repayment of any Indebtedness of Gamesys or its Subsidiaries and the integration of Gamesys and its Subsidiaries into the Issuer’s organizational structure, so long as, after giving effect thereto, the guarantees by the Guarantors, taken as a whole, are not materially impaired (as reasonably determined by the Issuer in good faith).
Permitted Reorganization Transactions appearing in Schedule 1.1 to the Credit Agreement is hereby amended by deleting the reference to “Xxxxxx” appearing therein and replacing it with “Xxxxxxx”, and is further amended by deleting the reference to “by RBI” appearing therein.
Permitted Reorganization Transactions means (a) the merger of one Grantor with and into another Grantor, (b) the dissolution and transfer of assets or properties by a Grantor to another Grantor, (c) the merger of one Guarantor with and into another Guarantor or into a Grantor, (d) the dissolution and transfer of assets or properties by a Guarantor to another Guarantor or a Grantor, or (e) the formation of a holding company (“Holdco”) that owns the Equity Interests of the Grantors so long as (i) the Equity Interests of Holdco is owned by the same Persons who own RBG, Virgin River Casino Corporation and B&BB, Inc. as of the Closing Date, (ii) no Default or Event of Default shall have occurred and be continuing, (iii) the Equity Interests of Holdco owned directly or indirectly by Xxxxxx X. Xxxxx, Xx. and his Affiliates is pledged to the Agent on terms and conditions satisfactory to Agent and Agent has a perfected Lien on the Equity Interests of Holdco subject only to the Permitted Liens, (iv) Holdco executes a joinder to the Security Agreement, (v) Holdco owns, directly or indirectly, all of the Equity Interests of Borrowers, (vi) Agent has a perfected Lien on the Equity Interests owned by Holdco, (vii) Agent receives opinions of Holdco’s and Grantors’ counsel in form and substance satisfactory to Agent, and (vii) Holdco, Xxxxxx X. Xxxxx, Xx, the Xxxxxx Xxxxx Trust, RBI and Borrowers shall have received all approvals or other consents by any Governmental Authority in connection with the transfer of the Equity Interests to Holdco and the pledge of such Equity Interests to Agent.
Permitted Reorganization Transactions means each of the following