Second Lien Term Loan Offering definition

Second Lien Term Loan Offering has the meaning set forth in the preamble hereto.
Second Lien Term Loan Offering. The Company shall offer the Second Lien Term Loan Lenders (as defined below) shares of Additional Common Stock at the Additional Common Stock Purchase Price, with the purchase price of such Additional Common Stock subscribed for being satisfied by an assignment of all or a portion of the principal amount of outstanding Second Lien Term Loans at par, on a dollar-for-dollar basis, to the Company (the “Second Lien Term Loan Offering”). The Second Lien Term Loan Offering shall commence on the Rights Offering Commencement Date, expire at the Expiration Time and close on the Closing Date, and shall be subject to the Rights Offering also closing prior to the closing of such Second Lien Term Loan Offering or concurrently therewith. On the next Interest Payment Date (as defined in the Second Lien Credit Agreement) to occur after the Closing Date (provided that the Company shall cause Interest Periods (as defined in the Second Lien Credit Agreement) to be selected such that the next Interest Payment Date will occur no later than one month after the Closing Date), the accrued and unpaid interest on Second Lien Term Loans assigned pursuant to the Second Lien Term Loan Offering up to, but not including, the Closing Date shall be paid in cash. Any participation by the Second Lien Term Loan Lenders in the Second Lien Term Loan Offering is subject to the reductions set forth under “Cutbacks” above and “NOL Limitations” below; provided, however, that any such reductions pursuant to the provisions set forth under “NOL Limitations” shall be applied pro rata among all Second Lien Term Loan Lenders participating in the Second Lien Term Loan Offering based on their respective principal amounts of Second Lien Term Loans submitted for assignment unless such Second Lien Term Loan Lender otherwise agrees to a greater reduction with respect to itself only.

Examples of Second Lien Term Loan Offering in a sentence

  • The Company will appoint BNY Mellon Shareowner Services as rights agent and also will appoint a subscription agent to facilitate the Rights Offering and the Second Lien Term Loan Offering, respectively.

  • Shaw and Sigma instead shall purchase for cash shares of Additional Common Stock from the Company in an amount equal to such difference (based on the Additional Common Stock Purchase Price), with such purchase closing on the same date as the relevant Special Second Lien Term Loan Offering (as defined below) (the “Minimum Cash Consideration Commitment”).

  • The number of such Early Participation Shares to be issued shall be equal to 2% of the shares of Additional Common Stock being acquired by each such holder pursuant to the exercise of such Rights in the Rights Offering or the submission of such Second Lien Term Loans in the Second Lien Term Loan Offering during such period (provided that no fractional shares shall be issued and no compensation shall be paid in respect of fractional shares).

Related to Second Lien Term Loan Offering

  • Second Lien Term Loans means the “Term Loans” under and as defined in the Second Lien Credit Agreement.

  • First Lien Term Loans means the “Term Loans” as defined in the First Lien Credit Agreement.

  • Initial Term Loan Facility means the Initial Term Loan Commitments and the provisions herein related to the Initial Term Loans.

  • New Term Loan Facility means the facility providing for the Borrowing of New Term Loans.

  • Initial Term Loan Lender means a Lender with an Initial Term Loan Commitment or an outstanding Initial Term Loan.

  • Incremental Term Loan Facility has the meaning set forth in Section 2.16(a).

  • Term Loan Facility means the Term Loan Commitments and the provisions herein related to the Term Loans.

  • Refinancing Term Loan Commitments shall have the meaning provided in Section 2.14(h).

  • Initial Term Loan Commitment means, in the case of each Lender that is a Lender on the Closing Date, the amount set forth opposite such Lender’s name on Schedule 1.1(b) as such Lender’s Initial Term Loan Commitment. The aggregate amount of the Initial Term Loan Commitments as of the Closing Date is $820,000,000.

  • Other Term Loan Commitments means one or more Classes of term loan commitments hereunder that result from a Refinancing Amendment.

  • Term Loan Facilities means the Term Loan A Facility and the Term Loan B Facility.

  • Existing Revolving Credit Facility means the $600,000,000 (subject to increase in accordance with its terms) revolving credit facility evidenced by that certain Amended and Restated Revolving Credit Agreement dated as of June 14, 2022 by and among the Borrower, the Parent, the lenders from time to time party thereto as “Lenders”, and JPMorgan Chase Bank, N.A., as Agent.

  • Extended Revolving Credit Facility means each Class of Extended Revolving Credit Commitments established pursuant to Section 2.15(a)(ii).

  • Term Loan B has the meaning set forth in Section 2.2(b).

  • Tranche A Term Loan Lender each Lender that has a Tranche A Term Loan Commitment or is the holder of a Tranche A Term Loan.

  • Incremental Term Loan Borrowing Date means, with respect to each Incremental Term Loan, each date on which Incremental Term Loans are incurred pursuant to Section 2.01(b), which date shall be the date of the effectiveness of the respective Incremental Term Loan Commitment Agreement pursuant to which such Incremental Term Loans are to be made.

  • Tranche B Term Loan Lender each Lender that has a Tranche B Term Loan Commitment or is the holder of a Tranche B Term Loan.

  • Term Loan Notes means the promissory notes of the Borrower (if any) in favor of any of the Term Loan Lenders evidencing the portion of the Term Loan provided by any such Term Loan Lender pursuant to Section 2.2(a), individually or collectively, as appropriate, as such promissory notes may be amended, modified, extended, restated, replaced, or supplemented from time to time.

  • Refinancing Revolving Loans means one or more Classes of Revolving Loans that result from a Refinancing Amendment.

  • Refinancing Term Lender has the meaning specified in Section 2.15(c).

  • New Term Loan Lender shall have the meaning provided in Section 2.14(c).

  • Additional Term Loan Commitment means any term commitment added pursuant to Sections 2.22, 2.23 or 9.02(c)(i).

  • Term Loan Standstill Period has the meaning provided in Section 8.01(b).

  • Tranche A Term Loan Commitment means the commitment of a Lender to make a Tranche A Term Loan to Company pursuant to subsection 2.1A(i), and "Tranche A Term Loan Commitments" means such commitments of all Lenders in the aggregate.

  • Incremental Term Loan Lender shall have the meaning provided in Section 2.15(b).

  • New Term Loan Commitments shall have the meaning provided in Section 2.14(a).