Required Consenting Second Lien Noteholders definition

Required Consenting Second Lien Noteholders means, as of any time of determination, (a) beneficial Holders of (or investment advisors, sub‑advisors, or managers of discretionary accounts that hold) at least 50.01% of the aggregate outstanding principal amount of the Second Lien Notes subject to the Restructuring Support Agreement that are members of the Second Lien Ad Hoc Committee and (b) constituting at least two (2) members of the Second Lien Ad Hoc Committee, as set forth in the Restructuring Support Agreement.

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Required Consenting Second Lien Noteholders means, as of any time of determination,

Required Consenting Second Lien Noteholders means the Consenting Second Lien Noteholders holding at least a majority in aggregate principal amount of the Second Lien Notes held by all Consenting Second Lien Noteholders as set forth on the signature page(s) hereto including Second Lien Notes covered by any Joinder executed and delivered as of the date of any applicable action or consent.

Examples of Required Consenting Second Lien Noteholders in a sentence

Executory Contracts And Unexpired Leases Unless otherwise selected for rejection by the Required Consenting Second Lien Noteholders or as otherwise agreed to by the contracting party, all executory contracts and unexpired leases, shall be assumed pursuant to the Plan, provided, however, that the B▇▇▇ Consulting Agreement and the S▇▇▇▇▇ Consulting Agreement shall be rejected and not assumed.
This Agreement, and the obligations of all Parties hereunder, may be terminated by mutual written agreement among all of the following: (a) each Company Party; (b) the Required Consenting RBL Lenders; (c) the Required Consenting Second Lien Noteholders; and (d) the Required Consenting Convertible Noteholders.
Tax Matters The Debtors and Required Consenting Noteholders shall negotiate in good faith to determine a structure to implement the Restructuring in a tax-efficient manner as agreed among the Reorganized Debtors and the Required Consenting Second Lien Noteholders.
On the Effective Date, the Reorganized Debtors shall enter into the Exit Facility, the terms of which will be set forth in the Exit Facility Documents, provided that the Debtors or the Reorganized Debtors, as applicable, determine that entry into the Exit Facility is in the best interests of the Reorganized Debtors, provided, further, such determination is reasonably acceptable to the Required Consenting Second Lien Noteholders.
New Governance Documents for Reorganized Audacy following the Plan Effective Date shall contain customary protections for minority equity holders in form and substance acceptable to the Required Consenting Second Lien Noteholders.

More Definitions of Required Consenting Second Lien Noteholders

Required Consenting Second Lien Noteholders means the Consenting Second Lien Noteholders (as such term is defined in the RSA) holding at least sixty-six and two-thirds percent (66.66%) of the Consenting Second Lien Notes Claims (as such term is defined in the RSA).

Required Consenting Second Lien Noteholders means, as of any time of determination, the Consenting Second Lien Noteholders (a) holding at least 50.01% of the

Required Consenting Second Lien Noteholders shall require the prior written consent of each Consenting Second Lien Noteholder; and (iv) any waiver, modification, amendments, or supplement that has a material, disproportionate, and adverse effect on any of the (a) First Lien Claims held by any Consenting First Lien Lender as compared to the other Consenting First Lien Lenders or (b) Second Lien Notes Claims held by any Consenting Second Lien Noteholder as compared to the other Second Lien Noteholders shall require the consent of such affected Consenting First Lien Lender or Consenting Second Lien Noteholders, as applicable, to effectuate such waiver, modification, amendments, or supplement. Amendments to any Definitive Document shall be governed as set forth in this Agreement or such Definitive Document, as applicable. Any consent required to be provided pursuant to this Section 12 may be delivered by email from the applicable Consenting Lender.

Required Consenting Second Lien Noteholders has the meaning set forth in the Restructuring Support Agreement.

Required Consenting Second Lien Noteholders means, as of any date of determination, the Consenting Second Lien Noteholders holding at least 50.1% in aggregate principal amount outstanding of the Second Lien Claims held, beneficially owned, or managed by all of the Consenting Second Lien Noteholders as of such date.

Required Consenting Second Lien Noteholders means, as of any relevant date, Consenting Second Lien Noteholders holding a majority in aggregate of the Second Lien Claims held by the Consenting Second Lien Noteholders. (b) If (i) the Existing First Lien Lenders make advances under the Existing First Lien Credit Agreement on or after October 31, 2016 and prior to the time of filing of the voluntary petitions to commence the Chapter 11 Cases (the “Pre-Filing Advance Period”), to enable the Debtors to pay “Restructuring Disbursements” under and as defined in the Pre-Filing Budget, attached hereto as Exhibit C (collectively, the “Restructuring Disbursements”) and (ii) the First Lien Repayment is not approved by the Bankruptcy Court on or prior to the date of entry of the Final Order (or if no Final Order is entered on or before 34 days after the Petition Date, or such later date as agreed to by Required Consenting Second Lien Noteholders and Required Consenting First Lien Lenders), then the Term Lenders (determined after giving effect to the syndication of the DIP Term Facility pursuant to the Syndication Procedures) will within 30 business days after such date purchase at par a last-out non-voting participation interest (the “Term Lender Participation”) in the Prepetition First Lien Loans (as defined in the DIP Term Sheet) in a principal amount equal to the lesser of (x) the aggregate amount of Restructuring Disbursements funded by Prepetition First Lien Loans advanced during the Pre-Filing Advance Period and (y) the excess of the principal balance of the Prepetition First Lien Loans outstanding as of the Petition Date over the principal balance of Prepetition First Lien Loans on October 31, 2016 (measured prior to any Prepetition First Lien Loans made on October 31, 2016), which Term Lender Participation shall be on terms and conditions, and subject to documentation negotiated in good faith by the parties thereto, customary for participation transactions of this type and otherwise acceptable to the Term Lenders (after giving effect to the syndication of the DIP Term Facility pursuant to the Syndication Procedures) and the Existing First Lien Agent in their respective discretion exercised in good faith; provided, that if such Term Lender Participation is funded by the Term Lenders, the amount of the First Lien Repayment will be reduced on a dollar-for-dollar basis and the commitment amount of the DIP Term Loans shall be reduced by the amount of such Term Lender Participation. For the avoidance of doubt, ...