Permitted Unsecured Notes definition
Permitted Unsecured Notes means any unsecured notes issued by the Borrower and/or Finance Co. in one or more transactions; provided that (i) no payment of principal in respect of such notes shall be required prior to six months after the Latest Maturity Date in effect at the time of issuance (except for customary offers to purchase with proceeds of asset sales or upon the occurrence of a change of control), (ii) such notes shall not include any financial maintenance covenants, and the covenants and events of default shall be customary for high yield debt securities but in any event shall not be more restrictive than the covenants and events of default hereunder, taken as a whole, and (iii) no Subsidiary of the Borrower shall Guaranty such notes unless such Subsidiary is (or concurrently with any such Guaranty becomes) a Guarantor hereunder.
Permitted Unsecured Notes means the unsecured notes existing on the Effective Date that are reflected on Schedule 9.02 (and any Permitted Refinancing Debt issued or incurred to refinance such Debt) and any guaranty of such unsecured notes permitted in Section 9.02(e).
Permitted Unsecured Notes means senior unsecured or unsecured subordinated Indebtedness incurred by the Borrower or Holdings and issued under an indenture or similar governing instrument in a registered public offering or a Rule 144A or other private placement transaction or other transaction not subject to registration under the Securities Act in the form of one or more series of senior unsecured or unsecured subordinated notes; provided that (i) such Indebtedness does not mature or have scheduled amortization or other required payments of principal prior to the date that is one year after the latest Maturity Date (in each case, determined without regard to the provisos to the component defined terms used in the definition of Maturity Date) hereunder at the time such Indebtedness is incurred, (ii) such Indebtedness is not guaranteed by any Person other than the Credit Parties, (iii) such Indebtedness and the indenture or other governing instrument applicable thereto does not contain covenants, events of default, or other terms and conditions that, when taken as a whole, are materially more restrictive to the Credit Parties than the terms of this Agreement (it being understood that the limitations on indebtedness covenant contained therein may take into account permanent repayments of Indebtedness which have occurred after the Effective Date) and (iv) such Indebtedness is not secured by any Lien on any property or assets of Holdings, the Borrower or any of their respective Subsidiaries.
Examples of Permitted Unsecured Notes in a sentence
Section 6.13(a)(i) of the Credit Agreement is amended by inserting the words “, the Permitted Unsecured Notes Agreements” after the words “the other Credit Documents” appearing therein.
Section 6.13(a)(iii)(B) of the Credit Agreement is amended by inserting the words “and the Permitted Unsecured Notes Agreements” after the words “the Related Agreements” appearing therein.
Borrower shall have received an aggregate amount of proceeds (net of underwriting discounts and commissions) from the issuance of the Permitted Unsecured Notes that is no less than (a) the aggregate amount of Loans that is contemplated to be repurchased by Borrower pursuant to Section II hereof, plus (b) the Expected Seller Note Repayment, minus (c) $75,000,000.
Upon the issuance of any Permitted Unsecured Notes (other than Permitted Refinancing Indebtedness), the Borrowing Base shall be immediately reduced by an amount equal to the product of 0.25 multiplied by the stated principal amount of such Permitted Unsecured Notes on the date such Permitted Unsecured Notes are issued (without regard to any original issue discount).
After the occurrence of the Permitted Unsecured Notes Triggering Event, the Borrower shall not permit the Secured Leverage Ratio, calculated as of the end of each fiscal quarter to be greater than 3.50 to 1.00.
More Definitions of Permitted Unsecured Notes
Permitted Unsecured Notes means unsecured notes issued pursuant to Section 9.02(g).
Permitted Unsecured Notes means unsecured senior or subordinated (or any combination thereof) Indebtedness incurred from time to time by any Subsidiary of New Holdings and issued under an indenture or similar governing instrument in a registered public offering or a Rule 144A or other private placement transaction or other transaction not subject to registration under the Securities Act in the form of one or more series of senior unsecured or unsecured subordinated notes; provided that such Indebtedness (i) is on market terms taking into account, among other things, Holdings’ corporate structure and the markets into which such Indebtedness is sold, (ii) is unsecured, (iii) does not mature or have scheduled amortization or other required payments of principal prior to the date that is 91 days beyond the latest maturity date of the Advances and any loans under the Term Loan Agreement at the time such Permitted Unsecured Notes are incurred (other than customary offers to repurchase upon a change of control, asset sale or condemnation event and customary acceleration rights after an event of default), (iv) is not guaranteed by any Person other than the Credit Parties (as defined in the Term Loan Agreement) (or any Person that will, upon issuance of such notes, become a Credit Party (as defined in the Term Loan Agreement)), (v) does not contain any financial maintenance covenants, (vi) without limiting the foregoing limitations, does not contain covenants, events of default or other terms and conditions that, when taken as a whole, are more restrictive to the Loan Parties than the terms of the Term Loan Agreement (it being understood that interest rates, redemption and prepayment premiums and restrictions on prepayment or redemption shall not be taken into account in determining whether terms are more restrictive taken as a whole).
Permitted Unsecured Notes has the meaning specified in Section 7.03(g).
Permitted Unsecured Notes means unsecured Indebtedness in the form of unsecured senior or senior subordinated notes issued by the Borrower or any Subsidiary Guarantor, provided that (a) after giving pro forma effect to the incurrence of such Indebtedness, the Borrower shall be in Pro Forma Financial Covenant Compliance, (b) at the time of and immediately after giving effect to the incurrence of such Indebtedness, no Default or Event of Default has occurred and is continuing or would result therefrom, (c) such Indebtedness (i) has a stated maturity that is no earlier than 91 days after the Scheduled Maturity Date and (ii) does not have any scheduled prepayment, amortization, redemption, sinking fund or similar obligations prior to the date that is 91 days after the Scheduled Maturity Date (except for customary offers to purchase with proceeds of asset sales or upon the occurrence of a change of control), (d) such Indebtedness does not contain any financial maintenance covenants that are more restrictive than any financial maintenance covenant set forth in this Agreement and (e) such Indebtedness is on terms, taken as a whole, not materially less favorable to the Borrower and its Restricted Subsidiaries than market terms for issuers of similar size and credit quality given the then prevailing market conditions, as reasonably determined by the Borrower.
Permitted Unsecured Notes means the Permitted Senior Notes and the Permitted Subordinated Notes.
Permitted Unsecured Notes means (a) the Existing Notes and (b) any unsecured notes issued by the Borrower in one or more transactions; provided that (i) no payment of principal in respect of such notes shall be required prior to six months after the Expiration Date (without giving effect to the Springing Expiration Date) in effect at the time of issuance (except for customary offers to purchase with proceeds of asset sales or upon the occurrence of a change of control or, if customary for such type of notes, a fundamental change), (ii) such notes shall not include any financial maintenance covenants, and the covenants and events of default shall be customary for high yield debt securities, or, in the case of convertible notes, customary for convertible notes, but in any event shall not be more restrictive than the covenants and events of default hereunder, taken as a whole, and (iii) no Subsidiary of the Borrower shall Guaranty such notes unless such Subsidiary is (or concurrently with any such Guaranty becomes) a Guarantor hereunder.
Permitted Unsecured Notes means unsecured notes (x) issued in one or more transactions by the Borrower or (y) co-issued by the Borrower and CNX Midstream Finance Corp. in one or more transactions and, in each case, guaranteed by the Guarantors; provided that (i) no payment of principal in respect of such notes shall be required prior to six months after the Expiration Date in effect at the time of issuance (except for customary offers to purchase with proceeds of asset sales or upon the occurrence of a change of control), (ii) such notes shall not include any financial maintenance covenants, and the covenants and events of default shall be customary for high yield debt securities but in any event shall not be more restrictive than the covenants and events of default hereunder, taken as a whole, (iii) no Subsidiary of the Borrower shall Guaranty such notes unless such Subsidiary is (or concurrently with any such Guaranty becomes) a Guarantor hereunder and (vi) CNX Midstream Finance Corp. may not be a co-issuer on such notes at any time that it is not a Guarantor hereunder.