Interim Restructurings definition

Interim Restructurings means, with respect to the Performance Guarantor, any Originator or any Subsidiary of the foregoing, at any time from and after October 20, 2010 (the “Reference Date”), (i) the issuance of any capital stock, options, warrants, scrip, rights to subscribe to, calls or commitments of any character whatsoever relating to securities or rights convertible into, or exercisable or exchangeable for, any shares of capital stock of any such Person; provided that, in the case of the Performance Guarantor, such issuance shall not constitute an Interim Restructuring unless and until the aggregate number of shares of capital stock, on a fully diluted basis, in respect of any and all such issuances since the Reference Date exceeds five percent (5%) of the outstanding shares of capital stock of the Performance Guarantor as of the Reference Date, (ii) the issuance of, entering into, restructuring of or refinancing of any debt securities, notes, credit agreements or credit facilities having, individually (for any indebtedness other than the Purchaser Interests hereunder or any indebtedness arising under the YRCW Credit Agreement or the Performance Guarantor’s 6% Senior Notes), a principal amount and unfunded facility amount in excess of $10,000,000, (iii) the exchange or conversion of any obligations or liabilities of any type or kind of any such Person for or into capital stock, debt securities or any other instrument or agreement of a type described in clause (i) or (ii) above, (iv) any “Capital Event,” restructuring or recapitalization contemplated under the IBT MOU, (v) any amendment, restatement, supplement or other modification to the YRCW Credit Agreement, and (vi) any amendment, restatement, supplement or other modification to the Performance Guarantor’s 6% Senior Notes (as defined in the YRCW Credit Agreement) due 2014. Notwithstanding the foregoing, “Interim Restructurings” shall not include the issuance of any capital stock by the Performance Guarantor (A) under its “at market issuance sales program,” (B) in the conversion of or payment of interest under its 6% Senior Notes due 2014, or (C) in accordance with the terms of any of its single-employer benefit plans.
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Interim Restructurings shall not include the issuance of any capital stock by the Performance Guarantor (A) under its “at market issuance sales program,” (B) in the conversion of or payment of interest under its 6% Senior Notes due 2014, or (C) in accordance with the terms of any of its single-employer benefit plans.
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Related to Interim Restructurings

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Equity Restructuring means a nonreciprocal transaction between the Company and its stockholders, such as a stock dividend, stock split, spin-off, rights offering or recapitalization through a large, nonrecurring cash dividend, that affects the number or kind of Shares (or other securities of the Company) or the share price of Common Stock (or other securities) and causes a change in the per-share value of the Common Stock underlying outstanding Awards.

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Permitted Restructuring means the completion of: (a) an offer made by, or on behalf of, an Eligible Company to all (or as nearly as may be practicable all) of the shareholders of the Issuer (or, if the Issuer is not then the Ultimate Owner, to the shareholders of the then Ultimate Owner) to acquire the whole (or as nearly as may be practicable the whole) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued ordinary share capital) other than those already held by or on behalf of such Eligible Company; or (b) a reorganisation or restructuring whether by way of a scheme of arrangement or otherwise pursuant to which an Eligible Company acquires all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued share capital) other than those already held by such Eligible Company or pursuant to which all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued capital) not held by the New Holding Company is cancelled;

  • Pre-Closing Restructuring has the meaning specified in Section 6.14(a).