General Unsecured. Claims If Classes B3, D3, and F3 (General Unsecured Claims against Seadrill, NADL, and Sevan) vote to accept the Plan: • The holders of allowed General Unsecured Claims will receive in the aggregate 15% of the New Seadrill Common Shares, subject to dilution by the Employee Incentive Plan and the Primary Structuring Fee (the “Unsecured Pool Equity”), plus the Note Rights and Equity Rights, as set forth in the Investment Agreement. • Holders of allowed General Unsecured Claims against NADL and Sevan shall receive 70% of the recovery received by allowed General Unsecured Claims against or guaranteed by Seadrill. • General Unsecured Claims against AOD shall be Reinstated or repaid in full in cash. If Classes B3, D3, and F3 vote to reject the Plan: • holders of Claims in such Classes will receive the Liquidation Recovery, unless otherwise determined by the Bankruptcy Court; and • the Excess New Seadrill Common Stock will be distributed to the Equity Commitment Parties, pro rata, based on their respective allocations of the Equity Placement. For the avoidance of doubt, the forgoing describes the aggregate recovery if each of Classes B3, D3, and F3 vote to accept, or each votes to reject, the Plan. As more fully set forth below, the recoveries such classes receive will be on a class-by-class basis and will depend only on whether the applicable class votes to accept or reject the Plan. General Unsecured Claims against Other Seadrill Debtors, Other NADL Debtors, Other Sevan Debtors, and AOD Debtors shall, at the election of the applicable Debtor, be (a) Reinstated or (b) paid in full in cash. Interests in Seadrill If Class B3 (General Unsecured Claims Against Seadrill) votes to accept the Plan, holders of Interests in Seadrill will receive their pro rata share of 2% of the New Seadrill Common Shares, subject to dilution by the Employee Incentive Plan and the Primary Structuring Fee (the “Equity Recovery”). If Class B3 votes to reject the Plan, holders of Interests in Seadrill will receive no recovery. Non-Consolidated Entities The Non-Consolidated Entity Amendments will be effectuated before the Petition Date to insulate the Non-Consolidated Entities from the Chapter 11 Cases and, where applicable, to effectuate certain other commercial amendments, substantially on the terms described in the RSA. The Non-Consolidated Entities will not commence Chapter 11 Cases. Tax Matters The Parties will work together in good faith and will use commercially reasonable efforts to ...
General Unsecured. Claims If a Sale Transaction is consummated, holders of general unsecured claims shall receive their pro rata share of remaining Distributable Sale Proceeds after (and solely to the extent that) all Priming Facility Claims and all Syndicated Facility Claims have been paid in full in cash (including post-petition interest, fees and expenses). If a Reorganization Transaction is consummated, holders of general unsecured claims shall receive no recovery or distribution under the Plan. Other Secured Claims Each holder of a secured claim other than a Priming Facility Claim or a Syndicated Facility Claim (an “Other Secured Claim”) shall receive, at the option of the Debtors, with the consent of the Requisite Consenting Lenders (i) payment in cash in an amount equal to such claim, payable on the later of the Effective Date and the date that is ten (10) Business Days after the date on which such Other Secured Claim becomes an allowed Other Secured Claim, in each case, or as soon as reasonably practicable thereafter, (ii) such holder’s allowed Other Secured Claim shall be reinstated, or (iii) such other treatment so as to render such holder’s allowed Other Secured Claim unimpaired pursuant to section 1124 of the Bankruptcy Code.
General Unsecured. Claims Subject to procedures relating to the resolution of disputed General Unsecured Claims, on the Effective Date or as soon as reasonably practicable thereafter, each holder of an Allowed General Unsecured Claim shall receive, in full satisfaction of its claim pursuant to the Restructuring Transactions, its pro rata share of the Warrants. Impaired; entitled to vote.
General Unsecured. Claims On or as soon as practicable after the Effective Date, each holder of an allowed general unsecured claim shall receive its pro rata share of $23,500,000 million in cash. Existing Equity in DBSD On the Effective Date, all existing equity interests of DBSD shall be cancelled pursuant to the Plan, and each holder of such existing equity interests shall receive nothing on account of such interests. Existing Equity in Debtor- Subsidiaries of DBSD On the Effective Date, all equity interests in any Debtor-subsidiary of DBSD shall be reinstated and unaffected by the Plan. General Provisions Board of Directors of Reorganized DBSD The board of directors of Reorganized DBSD shall be comprised of five to ten members, with all members being designated by DISH in its sole discretion on terms to be determined by DISH. Each new board member shall be entitled to execute a D&O Indemnification Agreement in form and substance reasonably acceptable to such member and Reorganized DBSD upon his or her appointment. Means for Implementation To the extent not explicitly set forth in the Definitive Restructuring Documents, the parties shall agree upon the precise mechanics for implementing each of the transactions contemplated by the Restructuring and the Plan. Documentation All documentation prepared in connection with the Restructuring, including without limitation, the Definitive Restructuring Documents, and any documents, motions, pleadings, orders or the like prepared or filed in connection with the chapter 11 cases shall be in form and substance reasonably satisfactory to DISH and the Debtors. The provision of transition services by DBSD to ICO Global and vice versa shall be formalized in a transition services agreement on terms, including the fees to be earned by ICO Global, that are mutually agreeable to DBSD, ICO Global and DISH. The agreement shall provide for appropriate transition periods and that all third party services shall be passed through at cost.
General Unsecured. Claim Against EFH Any Unsecured Claim against EFH that is not otherwise paid in full pursuant to a separate order of the Bankruptcy Court, including the EFH Note Claims and the EFH LBO Note Primary Claims, but excluding: (a) Administrative Claims against the EFH Debtors; (b) Intercompany Claims against the EFH Debtors; and (c) Other Priority Claims against the EFH Debtors.
General Unsecured. Claims6 Except to the extent that a Holder of an Allowed General Unsecured Claim agrees to less favorable treatment, on the Plan Effective Date, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim, each Holder thereof shall receive, at the election of the Debtors or the Reorganized Debtors, as applicable, either: (a) Reinstatement of such Allowed General Unsecured Claim pursuant to section 1124 of the Bankruptcy Code; (b) payment in full in Cash on the later of (i) the Plan Effective Date or as soon as reasonably practicable thereafter, or (ii) the date such payment is due in the ordinary course of business in accordance with the terms and conditions of the particular transaction giving rise to such Allowed General Unsecured Claim; or (c) such other treatment rendering such Allowed General Unsecured Claim Unimpaired. Unimpaired; deemed to accept
General Unsecured. Claims On or as soon as practicable after the Effective Date, each holder of an allowed general unsecured claim shall receive its pro rata share of $23,500,000 million in cash. Existing Equity in DBSD On the Effective Date, all existing equity interests of DBSD shall be cancelled pursuant to the Plan, and each holder of such existing equity interests shall receive nothing on account of such interests. Existing Equity in Debtor- Subsidiaries of DBSD On the Effective Date, all equity interests in any Debtor-subsidiary of DBSD shall be reinstated and unaffected by the Plan.
General Unsecured. Claims Except as set forth below, on the Effective Date, holders of allowed general unsecured claims against the Debtors, including allowed general unsecured claims arising from the Notes and from the Debtors' rejection of executory contracts and unexpired leases, shall receive, on a pro rata basis, a combination of new issues of senior secured notes ("New Senior Secured Notes"), junior secured notes ("New Junior Secured Notes" and, collectively with the New Senior Secured Notes, "New Notes") and common stock ("New Common Stock") of the restructured Company ("Newco"). Trade Claims Unsecured trade debt will not be impaired and will be paid in the ordinary course of business. Old Equity Holders of existing equity of the Company ("Old Equity") shall exchange their Old Equity for New Common Stock representing 4% of the equity of Newco. THE NEW NOTES AND NEW COMMON STOCK New Senior Secured Notes Principal Amount $40,250,000 Collateral Senior security interest in the collateral pledged for the benefit of the holders of New Notes (the "Note Collateral"), consisting of:
General Unsecured. Claims On the Plan Effective Date, each Allowed General Unsecured Claim will be released and extinguished, and each holder of an Allowed General Unsecured Claim will receive, in full and final satisfaction of such Allowed General Unsecured Claim, its pro rata share of: • $5 million in cash; and • 1% of the Class B Interests. Impaired; Entitled to Vote
General Unsecured. Claims The holders of any unsecured claims (including the Second Lien Loan) in the Debtor will receive no distributions under the Plan on account of such claims. Equity Interests The holders of equity interests in the Debtor will receive no distributions under the Plan on account of such interests. All existing equity interests will be cancelled on the Plan Effective Date. Executory Contracts & Leases To be assumed and assigned to New Borrower. Conveyance of the Properties Conveyance of the Properties to the New Borrower to be effectuated pursuant to the terms of the Plan. Other The Plan shall include customary conditions to effectiveness, including, without limitation, that (i) the Confirmation Order has become a Final Order, (ii) the Lock Up and Plan Support Agreement has not been terminated, (iii) all conditions precedent to the closing of the New Secured Loan Documents, including payment of all costs and expenses of the First Lien Agent and the First Lien Lenders (including those of their respective counsel and other advisors) incurred in connection with the New Secured Loan, have been satisfied or waived in accordance with the terms thereof, and (iv) the Effective Date Amount shall have been funded pursuant to the terms of the Plan Funding Agreement. Releases First Lien Lenders and First Lien Agent to get full releases from the Debtor Parties, the New Entities and the Equity Sponsors in connection with the transactions contemplated hereby. Equity Sponsors to get full releases from claims arising prior to the Plan Effective Date from the Debtor Parties, the New Entities, the First Lien Lenders and First Lien Agent in connection with the transactions contemplated hereby.
