Equity Tender Offer means the Purchasers' public tender offer to purchase up to 100% of the outstanding shares of Maxcom's common stock on the terms set forth in the Agreements to Tender and the Recapitalization Agreement.
Pursuant to the Merger Agreement, upon the terms and subject to the conditions thereof: * The Purchaser commenced on January 27, 2009 a tender offer (the "Equity Tender Offer") to acquire all of the outstanding shares of common stock, par value $0.01 per share, of the Company, including the associated preferred stock purchase rights (collectively, the "Shares"), at a purchase price of $22.00 per Share, net to the seller in cash, without interest and subject to any withholding taxes (the "Offer Price").
On the Equity Tender Offer Settlement Date, the Purchasers shall, subject to the conditions provided in the Recapitalization Agreement, consummate the Equity Tender Offer and make payment for all Equity Interests accepted for payment.
Subject to the Equity Tender Offer and the New Capital Contribution, Equity Interests shall be Reinstated.
Subject to the satisfaction or waiver of the terms of the Recapitalization Agreement, to the extent not commenced prior to the Petition Date, the Purchasers will launch the Equity Tender Offer to purchase up to 100% of the Equity Interests.
Upon the Effective Date, all actions contemplated by the Plan shall be deemed authorized and approved in all respects, including: (1) the Equity Tender Offer and the New Capital Contribution; (2) selection of the directors and officers for the Reorganized Debtors; (3) implementation of the restructuring transactions contemplated by this Plan, as applicable; and (4) all other actions contemplated by the Plan (whether to occur before on or after the Effective Date).