New HoldCo Common Shares definition

New HoldCo Common Shares means common shares representing limited liability company interests in New HoldCo to be issued pursuant to this Plan (including shares issuable pursuant to the Management Incentive Plan).
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Examples of New HoldCo Common Shares in a sentence

  • The remaining 2.5% of the New HoldCo Common Shares shall be reserved for future grants.

  • There can be no assurance that New HoldCo Common Shares will qualify as regularly traded on an established securities market.

  • ARP shall distribute 90% of the New HoldCo Common Shares to the Noteholders (subject to dilution for the Management Incentive Program) and the Senior Notes shall be cancelled.

  • No fractional New HoldCo Common Shares shall be issued or distributed pursuant to the Plan.

  • If any distributions of New HoldCo Common Shares pursuant to the Plan would result in the issuance of a fractional share of New HoldCo Common Shares that is not a whole number, then the number of shares of New HoldCo Common Shares to be issued in respect of such distribution will be calculated to one decimal place and rounded up or down to the closest whole share (with a half share or greater rounded up and less than a half share rounded down).

  • ARP shall transfer all of its assets (i.e., the equity interests in its subsidiaries) to New HoldCo in exchange for 5,000,000 shares of New HoldCo Common Shares (to be transferred to the holders of Notes Claims and Second Lien Claims).

  • The Confirmation Order (a) shall be, in form and substance, reasonably acceptable to the Debtors and the Required Consenting Creditors, (b) shall include a finding by the Bankruptcy Court that the New HoldCo Common Shares to be issued on the Effective Date will be authorized and exempt from registration under applicable securities law pursuant to section 1145 of the Bankruptcy Code, and (c) shall approve entry into the Exit Facility and New Second Lien Credit Agreement as provided in Article V of the Plan.

  • All of the shares of New HoldCo Common Shares issued pursuant to the Plan shall be duly authorized, validly issued, fully paid, and nonassessable, except as provided in the Delaware Limited Liability Company Act (the “LLC Act”) as described below, and shall be subject to the terms and conditions of the New Holdco’s Amended Organizational Documents.

  • Consequently, a holder’s only ability to recognize a return on the New HoldCo Common Shares may be through the sale of its New HoldCo Common Shares, and, as discussed above, the ability to sell the shares of New HoldCo Common Shares may be limited.

  • The character of such gain or loss with respect to the “exchange” of the loans under the Second Lien Credit Agreement for New Second Lien Loans will be determined in accordance with the rules described above in —“Consequences to Holders of First Lien Claims—Character of Gain or Loss.” The tax treatment of the receipt of New HoldCo Common Shares by a holder of a Second Lien Claim pursuant to the Plan is unclear because there are no authorities that directly address the treatment of such payment.

Related to New HoldCo Common Shares

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • Holdco Shares means the ordinary shares of HoldCo with a par value of US$0.0001 per share.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

  • Holdings Common Stock means the common stock, par value $0.01 per share, of Holdings.

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • Additional Ordinary Shares means Ordinary Shares issued by the Guarantor following the issuance of the Subscribed Ordinary Shares;

  • Common Share Reorganization has the meaning set forth in Section 4.1;

  • New Ordinary Shares means the new Ordinary Shares arising on Conversion of the C Shares;

  • Additional Common Shares means all common stock (including reissued shares) issued (or deemed to be issued pursuant to Section 2) after the date of the Warrant. Additional Common Shares does not include, however, any common stock issued in a transaction described in Sections 2.1 and 2.2 of the Warrant; any common stock Issued upon conversion of preferred stock outstanding on the date of the Warrant; the Shares; or common stock Issued as incentive or in a nonfinancing transaction to employees, officers, directors, or consultants to the Company.

  • Common Shares means the common shares in the capital of the Corporation;

  • Newco Stock means the common stock, par value $.01 per share, of NEWCO.

  • Additional Common Stock herein shall mean in the most broadest sense all shares of Common Stock hereafter issued by the Borrower (including, but not limited to Common Stock held in the treasury of the Borrower and common stock purchasable via derivative security or option on the date of such grant ), except Common Stock issued upon the conversion of any of this Convertible Note or Warrant.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Amalco Shares means the common shares in the capital of Amalco;