Permitted Senior Notes means any Indebtedness of the Borrower evidenced by senior notes 100% of the Net Cash Proceeds of which are promptly applied to finance a Permitted Acquisition effected in accordance with the requirements of Section 9.14 and the fees and expenses incurred in connection therewith, so long as (a) such Indebtedness has a final maturity no earlier than the date occurring 180 days following the Revolving Loan Maturity Date and no required amortizations prior to such date, (b) such Indebtedness does not add guarantors, obligors or security from that which applies to the Existing 2011 Senior Notes, (c) the guaranties of such senior notes shall be subject to the same (or, from the perspective of the Lenders, more favorable) subordination provisions as applied to the guaranties of the Existing 2011 Senior Notes, (d) if the Borrower elects to provide for the subordination of the obligations of the Borrower under such senior notes to the prior payment in full of “senior debt”, such senior notes shall be subject to the same subordination provisions as are applicable to the guaranties of such senior notes (subject only to appropriate conforming changes), (e) all other terms of such Indebtedness (including, without limitation, with respect to amortization, redemption provisions, maturities, covenants, defaults and remedies (but excluding interest rates so long as on market terms at the time of issuance thereof)), are not, taken as a whole, less favorable in any material respect to the Borrower and its Subsidiaries than those previously existing with respect to the Existing 2011 Senior Notes, (f) on the date of issuance of any such Indebtedness, the Borrower and its Subsidiaries shall have complied with the requirements of Section 9.14 with respect to the Permitted Acquisition to be financed with the proceeds of such Indebtedness (including the delivery of the officers’ certificate required by Section 9.14(a)(ix) and (g) the documentation governing such Indebtedness is in form and substance reasonably satisfactory to the Administrative Agent, as such Indebtedness may be amended, modified and/or supplemented from time to time in accordance with the terms hereof and thereof.
Permitted Senior Notes has the meaning assigned thereto in Section 5.02(b)(i)(C).
Permitted Senior Notes means Indebtedness of Holdings or the Parent Borrower, provided that (a) such Indebtedness and any related Guarantees shall not be secured by any Lien, (b) the net proceeds from such Indebtedness shall be used to prepay Term Loans pursuant to Section 2.11(d), except that up to $250,000,000 in proceeds from such Indebtedness may instead be used to repay Revolving Loans pursuant to Section 2.09(a) and reduce the balances in respect of the Permitted Receivables Financing, in either case, only if, immediately after giving effect to such repayment, the Senior Leverage Ratio is less than 3.00 to 1.00, (c) such Indebtedness shall not have any principal payments due prior to the date that is 12 months after the later of the Tranche B Maturity Date and the Incremental Maturity Date, whether at maturity or otherwise, except upon the occurrence of a change of control or similar event (including asset sales), in each case so long as the provisions relating to change of control or similar events (including asset sales) included in the governing instrument of such Indebtedness provide that the provisions of this Agreement must be satisfied prior to the satisfaction of such provisions of such Indebtedness and (d) such Indebtedness bears interest at a fixed rate, which rate shall be, in the good faith judgment of the Parent Borrower's board of directors, consistent with the market at the time of issuance for similar Indebtedness for comparable issuers or borrowers.
Examples of Permitted Senior Notes in a sentence
Written notice on or prior to the offering of any Permitted Senior Notes incurred in reliance on Section 9.02(i), the amount thereof and the anticipated date of closing and any material agreements governing such Permitted Senior Notes.
As of the last day of any fiscal quarter of the Borrower, at any time when any Permitted Senior Notes or Permitted Refinancing Indebtedness is outstanding, the Borrower shall not permit the Consolidated Total Secured Leverage Ratio as of such date to exceed 3.00 to 1.00.
Notwithstanding the foregoing, Borrower may agree to a decrease in the interest rate applicable thereto or to a deferral of repayment of any of the principal of or interest on the Subordinated Debt, Permitted Convertible Notes, Permitted Senior Notes or any Refinancing Indebtedness in respect of the foregoing beyond the current due dates therefor.
Each new Term Loan Facility shall be in a minimum principal amount of $25,000,000 and integral multiples of $1,000,000 in excess thereof; provided that such amount may be less than $25,000,000 if such amount represents all the remaining availability under the Incremental Cap; provided that the Incremental Cap shall be reduced on a dollar-for-dollar basis by any Permitted Senior Notes issued pursuant to Section 2.14(g).
Written notice on or prior to the offering of any Permitted Senior Notes incurred in reliance on Section 9.02(f), the amount thereof and the anticipated date of closing and any material agreements governing such Permitted Senior Notes.
More Definitions of Permitted Senior Notes
Permitted Senior Notes means Indebtedness that (i) matures after, and does not require any scheduled amortization, or other scheduled prepayments, repurchases or redemptions, of principal prior to, the Maturity Date (it being understood that such Indebtedness may have mandatory prepayment, repurchase or redemptions provisions satisfying the requirement of clause (ii) below), (ii) has terms and conditions (other than interest rate and redemption premiums), taken as a whole, that are not materially less favorable to Borrower as the terms and conditions customary at the time of the incurrence thereof for high-yield senior debt securities and (iii) is incurred by Borrower, a Guarantor, or any combination thereof; provided that both immediately prior to, and after giving effect to the incurrence thereof and the application of the proceeds therefrom on a pro forma basis, (x) no Default shall exist or result therefrom and (y) Holdings will be in compliance with the covenants set forth in Section 6.7; and provided, further, that a certificate of an Authorized Officer delivered to Administrative Agent at least ten days prior to the incurrence of such Indebtedness, together with a reasonably detailed description of the material terms and conditions of such Indebtedness or drafts of the documentation relating thereto, stating that Holdings has determined in good faith that such terms and conditions satisfy the requirements of clause (ii) above shall be conclusive evidence that such terms and conditions satisfy such requirements.
Permitted Senior Notes means any unsecured senior or unsecured senior subordinated Debt securities (whether registered or privately placed and whether convertible into Equity Interests or not) issued or incurred by Holdings, as issuer, as the same may from time to time be amended, modified, supplemented or restated to the extent permitted by Section 9.04(b).
Permitted Senior Notes means senior unsecured notes issued by the Borrower in an aggregate principal amount not to exceed $300,000,000; provided that:
Permitted Senior Notes means (a) the senior unsecured notes listed on Schedule 1.02(b) and any guarantees thereof by a Guarantor; (b) additional senior unsecured notes of the Borrower subsequently issued or sold, together with guarantees thereof, as long as (A) such notes do not have any scheduled amortization prior to September 18, 2021, (B) except to the extent otherwise permitted by Section 9.04(b), such notes do not have a stated maturity sooner than September 18, 2021 and (C) such notes and any guarantees thereof are on terms substantially identical to those applicable to the notes referred to in clause (a), other than with respect to principal amount, interest rate and payment dates; and (c) any Permitted Refinancing Debt of any Debt described in clauses (a) and (b). The amount of Permitted Senior Notes outstanding shall be calculated by reference to the face value of such notes without giving effect to any original issue discount. For the avoidance of doubt, Permitted Senior Notes shall not include any Debt of the type described in Section 9.02(e) (or any extension, refinancing, renewal or replacement thereof).
Permitted Senior Notes means any senior unsecured notes or subordinated notes, or any combination of the foregoing, issued by Borrower, provided that (a) with respect to subordinated notes only, such notes are subordinated in right of payment to the Obligations under the Loan Documents on terms customary at the time of the issuance of such notes for high yield subordinated debt securities issued in a public offering, (b) the stated final maturity of any such notes shall be no earlier than 91 days after the Final Maturity Date, and shall not be subject to any conditions that could result in such stated final maturity occurring on a date that precedes the 91st day after the Final Maturity Date, (c) any such notes shall not be required to be repaid, prepaid, redeemed, repurchased or defeased, whether on one or more fixed dates, upon the occurrence of one or more events or at the option of any holder thereof (except, in each case, upon the occurrence of an event of default or a “fundamental change”) prior to the 91st day after the Final Maturity Date, (d) the terms, conditions and covenants of any such notes shall be such as are typical and customary for notes of such type (as determined by the Board of Directors of Borrower in good faith), (e) no Subsidiary that is not a Loan Party shall guarantee obligations of Borrower thereunder, and each such guarantee (i) shall provide for the release and termination thereof, without action by any Person, upon any release and termination of the guarantee by such Subsidiary and (ii) with respect to guarantees of the subordinated notes only, shall be subordinated to the guarantee by such Subsidiary of the Obligations hereunder, and under any Loan Document, on terms no less favorable to the Lenders than the subordination provisions of such notes, and (f) the obligations in respect of any such notes (including any guarantee thereof) shall not be secured by any Lien on any asset of Borrower or any Subsidiary.
Permitted Senior Notes means any unsecured senior notes issued or incurred by Holdings; provided that (i) such Permitted Senior Notes shall not be guaranteed by any Subsidiary that is not a Loan Party hereunder and (ii) such Permitted Senior Notes do not provide for (A) any scheduled payment or mandatory prepayment of principal or (B) any put exercisable at the option of the holder thereof, in each case earlier than 181 days after the Final Maturity Date, other than (x) redemptions made at the option of the holders of such Permitted Senior Notes upon a change in control of Holdings in circumstances that would also constitute a Change of Control under this Agreement (provided that any such redemption cannot be required to be made fewer than 30 days after such change in control), (y) mandatory prepayments required as a result of asset dispositions if such Permitted Senior Notes allow Holdings to satisfy such mandatory prepayment requirement by prepayment of Loans under this Agreement and (z) if such Permitted Senior Notes are Convertible Notes, cash payments required to settle any conversion thereof. Permitted Senior Notes will include any Registered Equivalent Notes issued in exchange therefor.
Permitted Senior Notes means any unsecured senior or unsecured senior subordinated notes (whether registered or privately placed and whether convertible into Equity Interests or not) issued or incurred by the Borrower, as issuer, as the same may from time to time be amended, modified, supplemented or restated to the extent permitted by Section 9.20(b).