Proposed Restructuring. The Company will restructure its debt and equity interests pursuant to the Plan as described below. Unless otherwise indicated, all transactions will take place on the date the Plan becomes effective (the “Effective Date”).
Proposed Restructuring. The principal terms of the Restructuring are set forth on the term sheet attached hereto as Exhibit 1 (as such term sheet may be modified in accordance with Section 10 hereof, the “Plan Term Sheet”)). The Restructuring will be implemented pursuant to various agreements and related documentation, including, without limitation, (i) the Plan, which Plan shall be consistent in all material respects with the Plan Term Sheet and this Agreement; and (ii) the following related documents required to implement the Restructuring that will be executed, filed with the Bankruptcy Court, become effective, or otherwise finalized (the “Plan Documents”): (a) the disclosure statement related to the Plan (the “Disclosure Statement”), (b) the materials related to the solicitation of votes to accept or reject the Plan (the “Solicitation Materials”), (c) the motion to approve the Disclosure Statement and the Solicitation Materials, and the order entered by the Bankruptcy Court approving the Disclosure Statement and the Solicitation Materials, (d) definitive documentation for the Rights Offering and all agreements and documentation related or ancillary thereto, which definitive documentation shall be consistent in all material respects with the terms and conditions set forth in the Plan Term Sheet; (e) the order(s) entered by the Bankruptcy Court approving the Rights Offering and procedures related thereto and any backstop commitment agreement (the “Backstop Commitment Agreement”) in connection with the Rights Offering, (f) the order entered by the Bankruptcy Court confirming the Plan, including all exhibits, appendices and related documents (the “Confirmation Order”) and any pleadings in support of entry of the Confirmation Order, (g) any material appendices, amendments, modifications, supplements, exhibits and schedules relating to the Plan or the Plan Documents, including any Plan supplement, (h) any term sheet and/or commitment letter for any proposed exit financing facility, including the New NII Debt; (i) any operative documents for any proposed exit financing facility, including without limitation the New NII Debt; (j) any documents disclosing the identity of the members of the board of directors of any of the Reorganized Debtors and the nature of and compensation for any “insider” under the Bankruptcy Code who is proposed to be employed or retained by any of the Reorganized Debtors; (k) any list of material executory contracts and unexpired leases to be assumed, assumed a...
Proposed Restructuring. (a) The Company and the Supporting Parties have agreed to implement the Restructuring Transaction for the Company in accordance with, and subject to the terms and conditions set forth in the Operative Documents. The Restructuring Transaction requires pursuing an out-of-court restructuring and recapitalization transaction on the terms and conditions set forth in the Operative Documents and the Restructuring Documents.
Proposed Restructuring. The principal terms of the proposed restructuring are set forth on the term sheet annexed hereto as Exhibit A (which term sheet is expressly incorporated by reference herein and made binding on the Parties as a part of this Agreement as if fully set forth herein (as such term sheet may be modified in accordance with Section 14 hereof, the “Restructuring Term Sheet”)). The restructuring of the Notes Claims (as defined below) incorporating the terms and conditions set forth herein and in the Restructuring Term Sheet and containing no other provisions adverse to the Consenting Noteholders except as the Company and the Required Consenting Noteholders (as defined below) may expressly consent to in writing is referred to herein as the “Restructuring”. The Restructuring shall be implemented on a consensual basis, either out-of-court or through the Chapter 11 Case, and will provide for, among other things, treatment of the claims under the Notes Indenture and all related claims, rights and causes of action arising out of or in connection with the Notes and/or Notes Indenture (collectively, the “Note Claims”) as specified in the Restructuring Term Sheet.
Proposed Restructuring. (a) The principal terms of the Restructuring are set forth in the term sheet and its annexes in the form attached hereto as Exhibit A (which term sheet is expressly incorporated by reference herein and made a part of this Agreement as if fully set forth herein, the “Restructuring Term Sheet”).
Proposed Restructuring. (a) In order to effectuate the Chapter 11 Cases, the Company Parties shall solicit (i) the Term Lenders prior to the Petition Date (as defined in Section 3.1(e)(ii)(A)) for their approval of the Plan and (ii) the TRA Claimants (as defined in the Restructuring Term Sheet) and the Existing Partnership Equityholders (as defined in the Restructuring Term Sheet) for their approval of the Plan and their election of the form of Partnership Consideration (as defined in the Restructuring Term Sheet).
Proposed Restructuring. The proforma financial effects of the Proposed Restructuring on the Group based on the unaudited consolidated financial statements of the Company and its subsidiaries (“Group”) for the 6-months ended 30 September 2011 were set out in the 11 March Announcement. The Amended and Restated Agreement is not expected to have any material impact on the proforma financial effects which were previously announced.
Proposed Restructuring. The principal terms of the Restructuring are set forth on the term sheet attached hereto as Exhibit 1 (as such term sheet may be modified in accordance with Section 14 hereof and together with all exhibits, annexes, schedules, appendices and amendments thereto, the “Restructuring Term Sheet”). The Restructuring will be implemented pursuant to various agreements and related documentation, including, without limitation, the following documents required to implement the Restructuring, which documents shall be consistent in all material respects with the Restructuring Term Sheet and this Agreement, shall be executed (if such document requires execution), and shall be filed with the Bankruptcy Court (the “Plan Documents”) shall be subject to the consent rights of the Requisite Creditor Parties1 as set forth herein, in each case as applicable in accordance with the Milestones set forth in the Restructuring Term Sheet:
Proposed Restructuring. (a) The Parties have agreed to implement a restructuring transaction for the Company, in accordance with and subject to the terms and conditions set forth in this Agreement (the “Restructuring”), which Restructuring requires pursuing consummation of a “pre- negotiated” chapter 11 plan of reorganization in the form attached as Exhibit B hereto (together with any exhibits, schedules, attachments or appendices thereto, in each case as may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, the “Plan”)1. In order to effectuate the Restructuring, the Company shall commence, in accordance with the terms of this Agreement, voluntary “pre-negotiated” cases (the “Chapter 11 Cases” and the date on which such Chapter 11 Cases are commenced, the “Petition Date”) under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The documents related to or otherwise utilized to implement or effectuate the Restructuring (collectively, the “Restructuring Documents”) shall include, among others:
