Definition of Potential Financing Transaction


Potential Financing Transaction means (i) the sale to and lease back from one or more lenders or investors of certain real property and associated improvements and personal property of the Company located in Booneville, Mississippi, Hagerstown, Maryland and Amelia, Virginia, or (ii) the incurrence of additional Indebtedness secured by, certain real property and associated improvements and personal property of the Company located in Booneville, Mississippi, Hagerstown, Maryland and Amelia, Virginia; provided that (x) each such Potential Financing Transaction shall result in the Company receiving Net Cash Proceeds, contemporaneously with the release by the Administrative Agent of its Lien on the Property disposed of or encumbered in such Potential Financing Transaction, in an amount not less than the sum of (a) 80% of the appraised value (as set forth below) of the Property to be sold or encumbered (which amount shall exclude any value, as reasonably determined by the Company and the Administrative Agent, with respect to any items included in the personal property appraisal for such property described below which have been disposed of prior to such Potential Financing Transaction and therefore are not being sold or encumbered in such Potential Financing Transaction), plus (b) in the case of any Potential Financing Transaction involving personal property in any location, 80% of the purchase price paid by the Company for any personal property not included within the appraisals referred to below, and (y) within one Business Day after the effective date of any such Potential Financing Transaction, the Company shall pay to the Administrative Agent as a mandatory prepayment, whether or not such prepayment would otherwise be required pursuant to the terms of Section 5.4 hereof (and which prepayment shall be deemed to satisfy the requirements of such Section 5.4 hereof, if any, with respect to such Potential Financing Transaction), 100% of the Net Cash Proceeds of such Potential Financing Transaction, which shall be applied to the Obligations in the order and manner set forth in Section 5.4(d) hereof (but without regard to whether such prepayment would otherwise be required by such Section). The appraised values referred to in this definition with respect to the respective Properties which may be sold or encumbered in the Potential Financing Transactions are the appraised values set forth in any appraisal relating to any of the foregoing properties that is acceptable to the Administrative Agent in its reasonable discretion.
Sample 1