Debt and Equity Issuance Clause Samples

Debt and Equity Issuance. No Loan Party shall issue any equity or debt securities without the prior written consent of Lender, except for the issuance of Common Stock pursuant to outstanding stock options and warrants of Borrower.

Debt and Equity Issuance. The Borrower shall, on each date on which the Borrower or any Subsidiary (other than a Guarantor) receives any Net Cash Proceeds from any Debt Issuance (other than any Borrowing) or Equity Issuance, prepay the Advances in an aggregate principal amount equal to such Net Cash Proceeds (or, if less, the aggregate unpaid principal amount of all Advances), together with accrued interest to the date of such prepayment on the principal amount prepaid and all amounts then owing under Section 8.04(b) in respect of such prepayment.

Debt and Equity Issuance. On the date of any issuance of public or private Debt by any GCI Entity or receipt by any GCI Entity of the proceeds of any equity issuance, except in connection with the Cable Acquisition Transactions, the Commitment shall be automatically and permanently reduced by an amount equal to 100% of the net proceeds of such Debt or equity issuance. On such date, the Company shall deliver to the Administrative Agent a certificate of an Authorized Officer certifying as to the amount of (including the calculation of) such Commitment reduction and, with respect to the Debt or equity issuance giving rise thereto, the gross proceeds thereof and the costs and expenses payable as a result thereof which were deducted in determining the amount of net proceeds, provided that, the Commitment shall not be reduced by any stock issuance in accordance with any stock option listed on Schedule 2.04(b) hereto. General Communication, Inc. - Form 8-K Page 72

Debt and Equity Issuance. The Borrower shall, on each date on which the Borrower or any Subsidiary (other than a Guarantor) receives any Net Cash Proceeds from any Debt Issuance (other than any Excluded Debt Issuance (as defined below)) or Equity Issuance, prepay the Advances in an aggregate principal amount equal to such Net Cash Proceeds (or, if less, the aggregate unpaid principal amount of all Advances), together with accrued interest to the date of such prepayment on the principal amount prepaid and all amounts then owing under Section 8.04(b) in respect of such prepayment. For purposes of the preceding sentence, 'Excluded Debt Issuance' means a Debt Issuance (other than a Borrowing) the terms of which are not materially more restrictive or burdensome to the Borrower and its Subsidiaries than the terms and conditions hereof if (and to the extent that), after giving effect thereto, the aggregate principal amount of all outstanding Debt resulting from Debt Issuances after the date hereof plus an amount (not less than zero) equal to (A) the aggregate principal amount of all Advances minus (B) $50,000,000 is less than $40,000,000."

Debt and Equity Issuance. If any Loan Party issues or incurs Indebtedness (other than Indebtedness permitted under Section 7.8), or if any Loan Party issues any Equity Interests, and, in either case, a Cash Dominion Event has occurred and is continuing, Borrowers must by no later than one (1) Business Day after the receipt by Borrowers of (i) the net cash proceeds from any such issuance or incurrence of Indebtedness or (ii) the net cash proceeds of any issuance of Equity Interests, as applicable, pay the proceeds to the Administrative Agent, for the account of the Lenders, as a mandatory prepayment of the Obligations.

Debt and Equity Issuance. (a) For the purpose of this Clause 8.4:

Debt and Equity Issuance. On the date of any issuance of public or private Debt by any GCI Entity or receipt by any GCI Entity of the proceeds of any equity issuance, except in connection with the Cable Acquisition Transactions, the Company shall repay the Obligations an amount equal to 100% of the net proceeds of such Debt or equity issuance. On such date, the Company shall deliver to the Administrative Agent a certificate of an Authorized Officer certifying as to the amount of (including the calculation of) such repayment and, with respect to the Debt or equity issuance giving rise thereto, the gross proceeds thereof and the costs and expenses payable as a result thereof which were deducted in determining the amount of net proceeds, provided that, the Company shall not be required to repay the Obligations with the proceeds of any stock issuance in accordance with any stock option listed on Schedule 2.04(b) hereto.

Debt and Equity Issuance. On the date of any issuance of public or private Debt by any GCI Entity or receipt by any GCI Entity of the proceeds of any equity issuance, except in connection with the Cable Acquisition Transactions, the Debt Offering or the Equity Offering, the Company shall repay the Obligations by an amount equal to 100% of the net proceeds of such Debt or equity issuance. On such date, the Company shall deliver to the Administrative Agent a certificate of an Authorized Officer certifying as to the amount of (including the calculation of) such repayment and, with respect to the Debt or equity issuance giving rise thereto, the gross proceeds thereof and the costs and expenses payable as a result thereof which were deducted in determining the amount of net proceeds, provided that, the Company shall not be required to repay the Obligations with the proceeds of any stock issuance in accordance with any stock option listed on SCHEDULE 2.04(B) hereto. SECTION 4. AMENDMENT TO SCHEDULES. (a) SCHEDULE 5.01. SCHEDULE 5.01 is amended to (i) delete General Communication, Inc. as the Owner of 100% of the Shares of GCI Communication Corp. and insert GCI Holdings, Inc. as the Owner of 100% of the Shares of GCI Communication Corp. (ii) add the following information: (A) GCI, Inc., organized in Alaska, with a mailing address of ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, 100 outstanding shares, 10,000 shares authorized, 100% of the outstanding shares owned by General Communication, Inc., and such shares have no existing purchase options; (B) GCI Holdings, Inc., organized in Alaska, with a mailing address of ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, 100 outstanding shares, 10,000 shares authorized, 100% of the outstanding shares owned by GCI, Inc., and such shares have no existing purchase options. (b) SCHEDULE 5.13. SCHEDULE 5.13 is amended to (i) delete General Communication, Inc. as the Owner of 100% of the Shares of GCI Communication Corp. and insert GCI Holdings, Inc. as the Owner of 100% of the Shares of GCI Communication Corp. (ii) add the following information: (A) GCI, Inc., organized in Alaska, with a mailing address of ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, 100 outstanding shares, 10,000 shares authorized, 100% of the outstanding shares owned by General Communication, Inc., and such shares have no existing purchase options; (B) GCI Holdings, Inc., organized in Alaska, with a mailing address of ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇...

Debt and Equity Issuance. On the date of any issuance of public or private Debt by any GCI Entity or receipt by any GCI Entity of the proceeds of any equity issuance, except in connection with the Cable Acquisition Transactions, the Debt Offering or the Equity Offering, the Commitment shall be automatically and permanently reduced by an amount equal to 100% of the net proceeds of such Debt or equity issuance. On such date, the Company shall deliver to the Administrative Agent a certificate of an Authorized Officer certifying as to the amount of (including the calculation of) such Commitment reduction and, with respect to the Debt or equity issuance giving rise thereto, the gross proceeds thereof and the costs and expenses payable as a result thereof which were deducted in determining the amount of net proceeds, provided that, the Commitment shall not be reduced by any stock issuance in accordance with any stock option listed on SCHEDULE 2.04(B) hereto. SECTION 3. SECTION 2.05(B)(II). Section 2.05(b)(ii) on page 24 of the Credit Agreement is amended and restated in its entirety as follows: