Specified Offering definition

Specified Offering means any private or public underwritten offering or any issuance of any equity or debt by CCI or any of its Subsidiaries; provided that none of the following shall constitute a Specified Offering:
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Specified Offering any issuance or sale of Borrower Capital Securities by the Borrower or any incurrence of Indebtedness by the Borrower or any Subsidiary, excluding: (a) any incurrence of Indebtedness of the Borrower or any Subsidiary which is permitted by Section 8.2; (b) any issuance or sale of Borrower Capital Securities of the type described in clause (a) of the definition thereof (i) to directors, officers or employees of the Borrower or a Subsidiary by reason of their employment or (ii) the Net Cash Proceeds of which the Borrower uses to purchase or redeem all or any portion of the 12% Senior Subordinated Notes; (c) any issuance or sale of Borrower Capital Securities of the type described in clause (a) of the definition thereof for the simultaneous repurchase or redemption of other Borrower Capital Securities, subject to the provisions of Sections 8.7 OR 8.6.; (d) the Senior Subordinated Notes; and (e) the WorldCom Option. "SPECIFIED TAXES": as defined in Section 4.10. "STATUS": the existence of Level I Status, Level II Status, Level III Status on Level IV Status, as the case may be. "SUBJECT ACQUISITION": a proposed acquisition (including the entry into an option agreement) by the Borrower, directly or indirectly through a Wholly Owned Subsidiary, that satisfies, in the reasonable opinion of the Administrative Agent, the Acquisition Criteria. "SUBSIDIARY": as to any Person, a corporation, partnership or other entity 50% or more of the outstanding Voting Stock of which is at the time owned, or the management or policies of which are otherwise controlled, directly or indirectly through one or more intermediaries, or both, by such Person. Unless otherwise qualified, all references to a "Subsidiary" or to "Subsidiaries" in this Agreement shall refer to a Subsidiary or Subsidiaries of the Borrower. "SUPPLEMENT TO GUARANTY": a Supplement to Guaranty in substantially the form attached as Exhibit A to the Guaranty Agreement.
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Examples of Specified Offering in a sentence

  • It is further acknowledged that to the extent the net proceeds of the issuance of the Notes are used to fund the CCO Intercompany Loan and such CCO Intercompany Loan is distributed to Charter Holdings, such portion of the issuance shall not constitute an additional Specified Offering pursuant to clause 1(c) of the definition thereof.

  • Notwithstanding the foregoing, no Investor shall be required to execute a lock-up agreement pursuant to this Section 4(c) in connection with a Specified Offering, unless all of the executive officers and directors of the Company shall have entered into a lock-up agreement in connection with such Specified Offering that is no more favorable to any such officer or director than the lock-up agreement to be signed by such Investor.

  • For the avoidance of doubt, the foregoing waiver of the automatic reduction of the Borrowing Base shall be limited only to the Specified Permitted Senior Notes issued pursuant to the Specified Offering and shall not apply to any subsequent offering of any other Permitted Senior Notes.

  • The Total Commitments shall be reduced by an amount equal to 100% of the Net Proceeds from each Specified Offering (to the extent such proceeds are not then used to repay Loans) immediately upon the consummation of such Specified Offering.

Related to Specified Offering

  • Qualified Offering means an offering of Common Stock (and other securities potentially) resulting in the listing for trading of the Common Stock on the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market or the New York Stock Exchange (or any successors to any of the foregoing).

  • Qualified Offer shall have the meaning set forth in Section 11(a)(ii) hereof.

  • Limited Offering means an offering that is exempt from registration under the 1933 Act pursuant to Section 4(2) or Section 4(6) thereof or pursuant to Rule 504, Rule 505, or Rule 506 thereunder.

  • Delayed Offering means an offering of securities pursuant to Rule 415 which does not commence promptly after the effective date of a registration statement, with the result that only information required pursuant to Rule 415 need be included in such registration statement at the effective date thereof with respect to the securities so offered. Whether the offering of the Securities is a Non-Delayed Offering or a Delayed Offering shall be set forth in Schedule I hereto.

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Issuer or any of its direct or indirect parent companies (excluding Disqualified Stock), other than: