Preferred Equity Term Sheet definition

Preferred Equity Term Sheet means that term sheet presenting certain material terms relating to the Preferred Shares of the Reorganized Company, attached as Exhibit E hereto; provided, that, notwithstanding anything in this Agreement to the contrary, the consent of the Company shall not be required to amend the Preferred Equity Term Sheet to the extent that any such amendment (a) is not inconsistent with the Restructuring Support Agreement and (b) is not inconsistent with any Law applicable to the Reorganized Company.
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Preferred Equity Term Sheet means the term sheet attached to the Restructuring Term Sheet as Exhibit 3.
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Preferred Equity Term Sheet means the term sheet annexed to this Agreement as Exhibit E setting forth the material terms and conditions of the Preferred Shares (as defined therein).
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Examples of Preferred Equity Term Sheet in a sentence

  • For the further avoidance of doubt, any change to the Preferred Equity Term Sheet or the economic terms set forth in the Exit Facilities Term Sheet shall constitute a material adverse change with respect to each Parties’ interests for purposes of this Section 12.

  • The New Third Lien Notes Indenture shall require the MT Guarantor Entities to comply with and to cause their subsidiaries to comply with the covenants set forth in the MyTheresa Issuer Preferred Equity Term Sheet, holders of the New Third Lien Notes will be provided information with respect to the MT Entities as set forth in Annex B, and shall prohibit MT Issuer from issuing any equity that is junior to the Series A Preferred Stock (as defined in Exhibit 4) other than common stock.

  • Exhibit E Preferred Equity Term Sheet EXECUTION VERSION ▇▇▇▇▇▇▇ GROUP INC.

  • Investor and ▇▇▇▇▇ agree to cooperate to effect any amendment and restatement of this Agreement (and the Schedules and Preferred Equity Term Sheet, as applicable) to give effect to any assignment effected by Topco pursuant to this Section 17, if the joint election is made.


More Definitions of Preferred Equity Term Sheet

Preferred Equity Term Sheet means that Preferred Equity term sheet annexed to the Restructuring Support Agreement as Exhibit E.
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Related to Preferred Equity Term Sheet

  • Preferred Equity as applied to the Equity Interests of any Person, means Equity Interests of such Person of any class or classes (however designated) that ranks prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to any shares (or other interests) of other Equity Interests of such Person, and shall include, without limitation, cumulative preferred, non-cumulative preferred, participating preferred and convertible preferred Equity Interests.

  • Exit Facility Term Sheet means the Exit Facility Term Sheet attached as Exhibit 2 to Exhibit B of the Restructuring Support Agreement.

  • Preferred Equity Interest in any Person, means an Equity Interest of any class or classes (however designated) which is preferred as to the payment of dividends or distributions, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such Person, over Equity Interests of any other class in such Person.

  • Preferred Equity Interests means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Permitted Convertible Notes means any unsecured notes issued by the Company in accordance with the terms and conditions of Section 6.01 that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of common stock of the Company (or other securities or property following a merger event or other change of the common stock of the Company), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities); provided that, the Indebtedness thereunder must satisfy each of the following conditions: (i) both immediately prior to and after giving effect (including pro forma effect) thereto, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures after, and does not require any scheduled amortization or other scheduled or otherwise required payments of principal prior to, and does not permit any Loan Party to elect optional redemption or optional acceleration that would be settled on a date prior to, the date that is six (6) months after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (which change of control or other fundamental change, for the avoidance of doubt, constitutes a “Change of Control” hereunder), which purchase is settled on a date no earlier than the date twenty (20) Business Days following the occurrence of such change of control or other fundamental change nor (y) any early conversion of any Permitted Convertible Notes in accordance with the terms thereof, in either case, shall violate the foregoing restriction), (iii) such Indebtedness is not guaranteed by any Subsidiary of the Company other than the Subsidiary Borrowers or Subsidiary Guarantors (which guarantees, if such Indebtedness is subordinated, shall be expressly subordinated to the Secured Obligations on terms not less favorable to the Lenders than the subordination terms of such Subordinated Indebtedness), (iv) any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of any Loan Party (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision and (v) the terms, conditions and covenants of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the board of directors of the Company, or a committee thereof, in good faith).