Shareholder Distribution definition
Examples of Shareholder Distribution in a sentence
The Original Borrower shall procure that between 1 November 2020 and 31 December 2021 (inclusive), KEL does not make, declare or pay any Shareholder Distribution to shareholders who receive such Shareholder Distribution in their capacity as a holder of common shares in KEL unless the ratio of Consolidated Total Net Borrowings to EBITDAX on the day the Shareholder Distribution is made, declared or paid is less than or equal to 3.50:1.00 (calculated as if such day was a Financial Covenant Test Date).
Not (and shall procure that each member of the Group shall not) pay or make any Shareholder Distribution without the prior written consent of all the Lenders (including any repayment of the US$35,000,000 (or such higher amount to take into account accrued but unpaid interest) shareholder loan from Thermo to the Borrower and all other amounts owing to Thermo under the Thermo Loan Agreement).
For the purposes hereof, "Net Proceeds" shall mean the gross proceeds from the IPO minus all underwriter fees and expenses, the aggregate amount of the Shareholder Distribution, and the aggregate amount required to repay in full all outstanding amounts under the ▇▇▇▇ Subordinated Debt.
The Company desires to make a distribution to its current shareholders, in an aggregate amount not to exceed the amount of the Company's aggregate taxable income which has not been previously distributed (the "Shareholder Distribution"), from a portion of the proceeds from the IPO.
Except as stated in Schedule -------- 3.18, the transactions contemplated by this Agreement, including the ---- transactions contemplated by the Shareholder Distribution Agreement, will not result in the imposition of any Tax on the Company or any Subsidiary.