Transaction Adjustments definition

Transaction Adjustments means the fees and expenses incurred in connection with consummating the Transaction, the issuance of the Parent Notes, the consent solicitation relating to the Parent Notes, the fees, expenses and prepayment penalties and call or tender premiums associated with retirement of Indebtedness (including repurchasing the Subordinated Notes), management transaction bonuses, the Monitoring Agreement Buyout Payment, and any legal, advisory and other fees and expenses incurred by the Borrower in connection with consummating the Transaction and such related transactions and with assisting certain shareholders of Parent in conducting a secondary offering of Parent's Capital Securities in conjunction with the Planned IPO, such Transaction Adjustments in an aggregate amount not to exceed $50,000,000.
Transaction Adjustments means those adjustments to certain financial terms and computations contained herein in connection with the making of Acquisitions and Dispositions, as from time to time agreed to by the Administrative Agent and the Borrower.
Transaction Adjustments means the following expenses incurred in connection with consummating the Transaction, including prepayment penalties and call premiums associated with retirement of Indebtedness, write-off of deferred financing fees associated with retirement of Indebtedness, fees and expenses associated with repurchasing the existing senior notes pursuant to the Solicitation, management change of control and signing bonuses, expenses relating to directors and officers and employment practices insurance coverage for liabilities incurred prior to the Transaction, any legal, advisory and other fees and expenses incurred by the Borrower in connection with consummating the Transaction plus any lease payments or acquisition costs in connection with the Leased Assets to be purchased in connection with the Transaction pursuant to Section 5.1.3.

Examples of Transaction Adjustments in a sentence

  • Or within 45 days of Special Audit Schedules Transaction Adjustments 65E-14.003, FAC Annually end of provider fiscal year if no Yes --Program/Cost Center Actual Expenses & Revenues Schedule required.

  • The unaudited pro forma condensed combined balance sheet as of June 30, 2021 gives effect to the Transaction Adjustments as if they had occurred on June 30, 2021.

  • The summary unaudited pro forma combined statements of operations for the six months ended June 30, 2021 and the year ended December 31, 2020 give effect to the Transaction Adjustments as if they had occurred on January 1, 2020.

  • The unaudited pro forma combined financial information has been prepared after giving effect to the Transaction Adjustments, assuming two alternative levels of redemption of shares of STPC Class A Common Stock into cash: • Assuming No Redemptions: This presentation assumes that no STPC stockholders exercise redemption rights with respect to their shares of Class A Common Stock.

Related to Transaction Adjustments

  • Capitalization Adjustment means any change that is made in, or other events that occur with respect to, the Common Stock subject to the Plan or subject to any Purchase Right after the date the Plan is adopted by the Board without the receipt of consideration by the Company through merger, consolidation, reorganization, recapitalization, reincorporation, stock dividend, dividend in property other than cash, large nonrecurring cash dividend, stock split, liquidating dividend, combination of shares, exchange of shares, change in corporate structure or other similar equity restructuring transaction, as that term is used in Financial Accounting Standards Board Accounting Standards Codification Topic 718 (or any successor thereto). Notwithstanding the foregoing, the conversion of any convertible securities of the Company will not be treated as a Capitalization Adjustment.

  • Dilution Adjustment means any fraction or number by which the Exchange Rate shall be multiplied pursuant to Section 6.1(a), (b), (c) or (d).

  • Substitution Adjustment As defined in Section 2.03(d) hereof.

  • MFN Adjustment has the meaning specified in Section 2.14(b).

  • Substitution Adjustment Amount As defined in Section 2.03.