Qualifying Sub Debt definition
Qualifying Sub Debt means Indebtedness of the Borrower in an aggregate outstanding principal amount at any time not to exceed the sum of (x) $50,000,000 and (y) the aggregate principal amount of the Loans that have been repaid, prepaid, paid, redeemed or converted into Conversion Shares that has been subordinated and made junior to the payment in full of the Obligations, and evidenced by a subordination
Qualifying Sub Debt means Indebtedness of a Loan Party that has been subordinated and made junior to the payment in full of the Obligations pursuant to the Agreed Subordination Terms or such other subordination terms reasonably acceptable to the Required Lenders; provided that, (a) at the time such Qualifying Sub Debt is incurred, no Default or Event of Default has occurred or would occur as a result of such incurrence, (b) if, at the time of incurrence of such Indebtedness, the Market Capitalization is less than or equal to $500,000,000, then, after giving effect to the incurrence of such Indebtedness, the aggregate outstanding principal amount of such Indebtedness shall not exceed $25,000,000, and (c) the documentation evidencing such Qualifying Sub Debt shall have been delivered to the Lenders and shall contain all of the following terms: (i) it shall be unsecured, (ii) it shall not mature or (except as provided in clause (vii) below) be mandatorily redeemable or prepayable prior to the date that is one year and one day after the Maturity Date, (iii) it shall bear interest at a rate that at the time of incurrence is a then-prevailing market rate that is approved by the Board of Directors of the Borrower in good faith, (iv) it shall not require principal repayments thereof prior to the maturity date of such debt, (v) if it has any covenants, such covenants (including covenants relating to incurrence of indebtedness) shall be no more restrictive, taken as a whole, than those set forth herein, (vi) it shall permit the incurrence of senior indebtedness under this Agreement and the Liens securing such senior indebtedness, (vii) it may be cross-accelerated with the Obligations and other senior indebtedness of the Borrower (but shall not be cross-defaulted except for payment defaults that the senior lenders have not waived) and may be accelerated upon bankruptcy, and (viii) it shall provide for the complete, automatic and unconditional release of any and all guarantees of such Qualifying Sub Debt granted by the Borrower in the event of the sale by any Person of the Borrower or all or substantially all of the Borrower’s assets (including in the case of a foreclosure).
Examples of Qualifying Sub Debt in a sentence
No Loan Party shall, nor shall it permit any of its Affiliates to, directly or indirectly, purchase, redeem or defease earlier than scheduled or prepay any principal of, premium, if any, interest or other amount payable in respect of any Qualifying Sub Debt except to the extent so purchased, redeemed, defeased or prepaid with the proceeds of Qualifying Sub Debt.