PNW Sale definition

PNW Sale means the sale of all of the issued and outstanding equity interests of the subsidiaries of Frontier and Frontier Communications ILEC Holdings LLC that operate Frontier’s business in Washington, Oregon, Idaho, and Montana to Northwest Fiber, LLC as reflected in a purchase agreement entered into on May 28, 2019.
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PNW Sale means the sale of all the issued and outstanding equity interest of certain subsidiaries of Frontier and Frontier Communications ILEC Holdings LLC that operate Frontier’s businesses in Washington, Oregon, Idaho, and Montana to Northwest Fiber, LLC as reflected in the PNW Purchase Agreement.
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PNW Sale means the asset sale between Frontier, Frontier Communications ILEC Holdings LLC and Northwest Fiber, LLC.
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Examples of PNW Sale in a sentence

  • Second, the vastmajority of PNW Sale proceeds do not constitute cash collateral and therefore are not the collateralof the first-lien lenders and noteholders (the “First Lien Lenders”).

  • Therefore, while the PNW Sale proceeds allocated to Northwest constitute Net Proceeds (as defined in the Credit Agreement), such proceeds are not cash collateral.

  • The PNW Sale did not trigger Section 3.02 of the Pledge Agreement for two reasons: first, the Collateral Agent never received any proceeds, and second, even if the Collateral Agent received the proceeds, it would not trigger the provision.

  • All documents and communications concerning the intercompany transfer or movement of the PNW Sale proceeds from the selling entities to other entities that are Debtors in these cases or to any non-Debtors.

  • The First Lien Committee alleges that the PNW Sale proceeds constitute cash collateral of the First Lien Lenders and that the purported use of such proceeds violates the Credit Agreement and First Lien Notes Indenture (collectively, “ First Lien Debt Documents”), resultingin an incurable breach precluding reinstatement.

  • The First Lien Committee further contends that the Debtors’ use of the PNW Sale proceeds violates their contractual and statutory rights and precludes reinstatement of the First Lien Debt Obligations.

  • Therefore, no dividend from ILEC Holdings to the parent has or will occur from the proceeds of the PNW Sale.C. The Debtors’ Use of the PNW Sale Proceeds Complies with the Requirements of the First Lien Debt Documents.

  • All documents and communications concerning the Debtors’ negotiation of the Adequate Protection Motion and Proposed DIP Final Order, specifically concerning (i) the DIP Loan, (ii) the PNW Sale and the use of the proceeds therefrom, (iii) the sources of Excess Cash and Incremental Payments (each as defined in the Restructuring Support Agreement), (iv) the proposed treatment of the First Lien Lenders, and (v) the proposed treatment of the Second Lien Noteholders.

  • The Debtors’ Use of the PNW Sale Proceeds Complies with theRequirements of the First Lien Debt Documents.

  • For the avoidance of doubt, the sale proceeds withrespect to Northwest do not constitute cash collateral of the First Lien Lenders, and the Debtors have and will continue to apply the proceeds of the PNW Sale in accordance with the First Lien Debt Documents.


More Definitions of PNW Sale

PNW Sale means the sale of all the issued and outstanding Capital Stock of certain Subsidiaries of Frontier and Frontier Communications ILEC Holdings LLC that operate Frontier’s businesses in Washington, Oregon, Idaho, and Montana to Northwest Fiber, LLC as reflected in the PNW Purchase Agreement.
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Related to PNW Sale

  • Bill xx Sale means a bill xx sale substantially in the form attached hereto as Exhibit B.

  • Permitted Sale means those sales, transfers or assignments permitted by the Credit Agreement.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Third Party Sale means any sale for resale in interstate commerce to a Power Purchaser that is not designated as part of Network Load under the Network Integration Transmission Service but not including a sale of energy through the PJM Interchange Energy Market established under the PJM Operating Agreement.

  • Asset Sale means any sale, issuance, conveyance, transfer, lease or other disposition (including, without limitation, by way of merger, consolidation or sale and leaseback transaction) (collectively, a “transfer”), directly or indirectly, in one or a series of related transactions, of:

  • Company Sale means a transaction with a third Person that is not an Affiliate of the Company or group of third Persons that, acting in concert, do not collectively constitute Affiliates of the Company, pursuant to which such Person or Persons acquire, in any single transaction or series of related transactions, (i) all of the outstanding Equity Securities of the Company, (ii) all or substantially all of the assets of the Company and its Subsidiaries or (iii) Equity Securities of the Company authorized and issued following the Effective Date and possessing the power to elect or appoint a majority of the Board of Directors (or any similar governing body of any surviving or resulting Person).

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.

  • Permitted Asset Sale means any Asset Sale that is permitted under Section 6.8.

  • Delivery sale means any sale of a vapor product to a

  • Casual sale means a sale of an item of tangible personal property that was obtained by the person making the sale, through purchase or otherwise, for the person's own use and was previously subject to any state's taxing jurisdiction on its sale or use, and includes such items acquired for the seller's use that are sold by an auctioneer employed directly by the person for such purpose, provided the location of such sales is not the auctioneer's permanent place of business. As used in this division, "permanent place of business" includes any location where such auctioneer has conducted more than two auctions during the year.

  • M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.

  • Permitted Securitization Transaction Any financing transaction undertaken by the Seller or an Affiliate of the Seller that is secured, directly or indirectly, by the Collateral or any portion thereof or any interest therein, including any sale, lease, whole loan sale, asset securitization, secured loan or other transfer.

  • Asset Transfer means a sale, lease, exclusive license or other disposition of all or substantially all of the assets of the Company.

  • Drag-Along Sale has the meaning set forth in Section 3.03(a).

  • First sale means and include the first sale or distribution of cigarettes in intrastate commerce, or the first use or consumption of cigarettes within this state.

  • Permitted Transaction means any transaction involving (i) a Swap that is not a Required Transaction or (ii) a Required Transaction that is a component of a Covered Package Transaction.

  • Sale as used in this paragraph shall have the meanings ascribed thereto by governing law and any interpretation thereof contained in rules or regulations promulgated by the Securities and Exchange Commission thereunder.

  • Permitted Transactions has the meaning set forth in Section 13(B).

  • Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).

  • Drag-Along Transaction has the meaning set forth in Section 4(d)(i) of the Stockholder Agreement.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Qualified Sale means a sale made by a qualified person through a charitable auction.

  • Approved Sale has the meaning set forth in 2.1(d).

  • Approved Transaction means any transaction in which the Board (or, if approval of the Board is not required as a matter of law, the stockholders of the Company) shall approve (i) any consolidation or merger of the Company, or binding share exchange, pursuant to which shares of Common Stock of the Company would be changed or converted into or exchanged for cash, securities, or other property, other than any such transaction in which the common stockholders of the Company immediately prior to such transaction have the same proportionate ownership of the Common Stock of, and voting power with respect to, the surviving corporation immediately after such transaction, (ii) any merger, consolidation or binding share exchange to which the Company is a party as a result of which the Persons who are common stockholders of the Company immediately prior thereto have less than a majority of the combined voting power of the outstanding capital stock of the Company ordinarily (and apart from the rights accruing under special circumstances) having the right to vote in the election of directors immediately following such merger, consolidation or binding share exchange, (iii) the adoption of any plan or proposal for the liquidation or dissolution of the Company, or (iv) any sale, lease, exchange or other transfer (in one transaction or a series of related transactions) of all, or substantially all, of the assets of the Company.

  • Proposed Sale has the meaning set forth in Section 2.4(a).

  • Retail installment transaction means retail installment transaction as defined in section 2 of the retail installment sales act, Act No. 224 of the Public Acts of 1966, being section 445.852 of the Michigan Compiled Laws.