Specified Equity Issuance definition

Specified Equity Issuance means any Equity Issuance by the Borrower other than an Excluded Equity Issuance.

Specified Equity Issuance means any public issuance or sale by Holdings, the Borrower or any of their respective subsidiaries of any Equity Interests of Holdings, the Borrower or any such subsidiary, as applicable, other than public offerings with respect to Holding’s, the Borrower’s or any of their respective subsidiaries’ Equity Interests registered on Form S-4 or Form S-8.

Specified Equity Issuance has the meaning assigned to such term in Section 7.02.

Examples of Specified Equity Issuance in a sentence

• For purposes of this condition, it is hereby understood and agreed that an increase in the purchase price to be paid in connection with the Transaction shall not be deemed to be materially adverse to GE Capital if it is not funded by any incurrence of indebtedness, but is instead funded by cash on the balance sheet of the Group and/or the net cash proceeds of the Specified Equity Issuance and a decrease in the purchase price of less than 10% shall not be deemed to be materially adverse to GE Capital.

• For the avoidance of doubt and notwithstanding anything to the contrary herein or in the other Loan Documents, without limiting the effect of this consent, the Specified Equity Issuance shall be and continue to be deemed Disqualified Equity Interests for all purposes under the Loan Documents after giving effect to this Amendment and the consent set forth in this Section 2.

• Each prepayment of Loans pursuant to Section 2.08(a) shall be applied as follows: (A) with respect to any Specified Equity Issuance, first to the Tranche A Loans and second to the Tranche B Loans, (B) with respect to any Specified Debt Incurrence, first to the Tranche B Loans and second to the Tranche A Loans and (C) with respect to any other Prepayment Event, pro rata to the Tranche A Loans and the Tranche B Loans.

• Upon satisfaction of the conditions to effectiveness set forth in Section 6 below and notwithstanding Section 6.12 of the Loan Agreement, Agent and the Lenders hereby consent to the Borrower making the Specified Equity Issuance pursuant to the documentation attached hereto as Exhibit B and retaining the Specified Net Cash Proceeds for working capital and for other general corporate purposes that are not prohibited by the Loan Agreement.

• Section 4.02 of the Credit Agreement is hereby amended by deleting the word “or” at the end of clause (xi) in the parenthetical of clause (c) and replacing it with a comma, and adding the following at the end of such clause (xi): “, (xii) the Specified Equity Conversion, (xiii) the Specified Equity Issuance or (xiv) any Permitted Cure Security”.

More Definitions of Specified Equity Issuance

Specified Equity Issuance means any equity security (i) having no mandatory redemption, repurchase or similar requirements (including at the option of the holders thereof) prior to 91 days after the last stated maturity date of the Loans and payment in full of all Obligations (unless such equity security by its terms provides that such equity security shall not be required to be repurchased unless permitted by this Agreement or unless the Loans or payment in full of all Obligations, as the case may be, have been repaid in full at least 91 days prior to the date of such required repurchase), and (ii) upon which all dividends or distributions (if any) required to be paid shall, prior to 91 days after the last maturity date of the Loans and payment in full of all Obligations, at the option of the issuer, be payable solely in additional shares of such equity security (or other equity securities meeting the conditions specified in clauses (i) and (ii)).

Specified Equity Issuance means an issuance of common Equity Interests of the Borrower for cash consideration, in each case on terms and conditions acceptable to the Administrative Agent, except pursuant to any issuance made in accordance with the terms and conditions of the Incentive Plan.

Specified Equity Issuance means an issuance of Qualified Equity Interests for the sole purpose of, and the proceeds of which shall be used only in connection with, the repayment of all or any portion of the Convertible Subordinated Debt.

Specified Equity Issuance means any Equity Issuance by the Specified Issuer other than a Designated Equity Issuance.

Specified Equity Issuance any issuance by the Guarantor of any Equity Interest or Equity-Linked Securities other than (i) pursuant to any employee stock ownership plan or any other employee compensation plan, in each case in effect as of the date hereof, (ii) the Merger Equity Consideration and (iii) to the extent applicable, any Permanent Financing.

Specified Equity Issuance means the receipt by the Borrower of at least $20,000,000 in gross cash proceeds from the issuance and sale of the Excluded Shares on or prior to 5:00 pm New York City time on February 14, 2022 (or such later date as shall be agreed to by the Agent in its sole discretion). [New Definition]

Specified Equity Issuance means the first Equity Issuance consummated after the Amendment No. 3 Effectiveness Date which results in aggregate gross proceeds of $5.0 million or more to Parent.