New Restructuring definition

New Restructuring means a series of transfers, mergers, amalgamations, dissolutions, liquidations and similar transactions involving ownership interests (but not involving any transfers of Advances to Dealers, Installment Contracts or other financial assets, other than to the Company or a Significant Domestic Subsidiary) including without limitation the transfer of the ownership of all of the Company's Foreign Subsidiaries (including the US LLC) by the T&C Subsidiary to CAC South Dakota and the liquidation of the T&C Subsidiary (including the release by the Banks of the T&C Subsidiary from its obligations under the Guaranty and any Collateral Document, and the release of the Lien over the equity interests of the T&C Subsidiary) and the release of those debentures, liens or security agreements executed in favor of the Agent by the Permitted Borrowers (as defined in the Prior Credit Agreement), and the conversion of CAC Scotland from a "controlled foreign corporation" (for purposes of Section 956 of the Internal Revenue Code) to a branch of CAC South Dakota (pursuant to a "check-the-box election"), such transactions resulting in the restructuring of the ownership of the Company's foreign subsidiaries as shown on Exhibit R to the Credit Agreement.
New Restructuring means a series of transfers, mergers, amalgamations, dissolutions, liquidations and similar transactions involving ownership interests (but not involving any transfers of Dealer Loans, Dealer Loan Pools, Installment Contracts or other financial assets, other than to the Company or a Significant Domestic Subsidiary) including without limitation the transfer of the ownership of all of the Company's Foreign Subsidiaries (including the US LLC) by the T&C Subsidiary to CAC South Dakota and the liquidation of the T&C Subsidiary (including the release by the Banks of the T&C Subsidiary from its obligations under the Guaranty and any Collateral Document, and the release of the Lien over the equity interests of the T&C Subsidiary) and the release of those debentures, liens or security agreements executed in favor of the Agent by the Permitted Borrowers (as defined in the Prior Credit Agreement), and the conversion of CAC Scotland from a "controlled foreign corporation" (for purposes of Section 956 of the Internal Revenue Code) to a branch of CAC South Dakota (pursuant to a "check-the-box election"), such transactions resulting in the restructuring of the ownership of the Company's foreign subsidiaries as shown on Exhibit R to the Credit Agreement.

Examples of New Restructuring in a sentence

  • Tenant acknowledges that Landlord has the right to transfer all or any portion of its interest in the Project and Building and in this Lease, and Tenant agrees that in the event of any such transfer and a transfer of the security deposit, Landlord shall automatically be released from all liability under this Lease and Tenant agrees to look solely to such transferee for the performance of Landlord's obligations hereunder after the date of transfer.

  • The Board of Directors is confident that TORM will reach the minimum required lender support (75% by value and 50% by number) to be able to implement the proposed agreement.There are three distinct key steps stipulated in the New Restructuring Agreement: Firstly, the lenders are required to write down the debt to the current asset values.

  • Box 4: New Restructuring PlanSchedule 9 of the CIGA 2020 details the new restructuring plan.

  • The New Restructuring Support Agreement and Backstop Commitment Agreement shall not become effective or binding until the date on which the New Restructuring Support Agreement and Backstop Commitment Agreement are fully executed and effective in accordance with their terms.

  • This will allow a limited amount of further time to obtain signatures to the New Restructuring Agreement.Once this New Restructuring Agreement is finalized, TORM will seek the support of all of its lenders in order to complete the restructuring as quickly as possible.

  • The final steps in the process will involve:  Council determining a development charge amount they intend to impose by bylaw;  Preparation of a draft bylaw;  A Public Meeting as required under the Act;  Passage of the bylaw after any revisions to the report and bylaw that come out of the public meeting.

  • If the Approval Order is not made a part of any confirmation order or otherwise entered on or before entry of the confirmation order, the obligations under the New Restructuring Support Agreement, the Backstop Commitment Agreement, and this Term Sheet may be terminated as set forth in the New Restructuring Support Agreement and Backstop Commitment Agreement, as applicable.

  • Throughout the month of November, primary school classes address a topic related to the Convention, such as the prohibition of all discrimination.

  • Third, the New Restructuring Plan foresees a fundamental change to Banco CEISS's business profile as it intends to concentrate on its core competences and to wind down non-core activities and more risky activities.

  • Except as expressly provided herein, the Reorganized Equity shall be purchased or distributed for all purposes under the New Restructuring Support Agreement in “strips” of (i) 8.175% of Reorganized Preferred Equity and (ii) 91.825% of Reorganized Common Equity; and unless stated otherwise, references to distributions of Reorganized Equity herein shall mean strips of Reorganized Preferred Equity and Reorganized Common Equity in such proportion.

Related to New Restructuring

  • 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;

  • 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 has the meaning set forth in the Recitals.

  • 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.

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

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Restructuring Plan means the Restructuring Plan attached hereto as Schedule 1.1.

  • Internal Restructuring shall have the meaning set forth in Section 7.02(f) of this Agreement.

  • Permitted Tax Restructuring means any reorganizations and other activities related to tax planning and tax reorganization entered into prior to, on or after the date hereof so long as such Permitted Tax Restructuring is not materially adverse to the holders of the Notes (as determined by the Company in good faith).

  • Restructuring Event means the occurrence of any one or more of the following events:

  • Restructuring Support Agreement means that certain Restructuring Support Agreement, made and entered into as of March 16, 2018, by and among the Debtors, the Consenting Creditors (as defined therein) party thereto from time to time, and the Consenting Sponsors (as defined therein) party thereto from time to time, as such may be amended from time to time in accordance with its terms.

  • Restructuring Date means the date on which a Restructuring is legally effective in accordance with the terms of the documentation governing such Restructuring.

  • Financing Transaction means a transaction in which a licensed provider obtains financing from a financing entity including any secured or unsecured financing, any securitization transaction, or any securities offering which is either registered or exempt from registration under federal and state securities law.

  • Financing Transactions means the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, the borrowing of Loans, the use of the proceeds thereof and the issuance of Letters of Credit hereunder.

  • Refinancing Transactions means the transactions described under “Summary—The Refinancing Transactions” in the Offering Memorandum.

  • Restructuring Documents means, collectively, the documents and agreements (and the exhibits, schedules, annexes and supplements thereto) necessary to implement, or entered into in connection with, this Plan, including, without limitation, the Plan Supplement, the Exhibits, the Plan Schedules, the Amended/New Organizational Documents, the Exit Facility Loan Documents, and the Plan Securities and Documents.

  • Restructuring Period means, whether or not there are Rated Securities at the time a Restructuring Event occurs, the period of 45 days starting from and including the day on which that Restructuring Event occurs.

  • Restructuring Transactions Memorandum means a document, to be included in the Plan Supplement, that sets forth the material components of the Restructuring Transactions and a description of the steps to be carried out to effectuate the Restructuring Transactions in accordance with the Plan, including the reorganization of the Debtors and issuance of the New Valaris Equity, through the Chapter 11 Cases, the Plan, or any Implementation Mechanism (including, in the United Kingdom, through the Administration).

  • Exit Financing means the financing under the Exit Facility.

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • Permitted Reorganization means re-organizations and other activities related to tax planning and re-organization, so long as, after giving effect thereto, the security interest of the Lenders in the Collateral, taken as a whole, is not materially impaired.

  • Interim Capital Transactions means the following transactions if they occur prior to the Liquidation Date: (a) borrowings, refinancings or refundings of indebtedness and sales of debt securities (other than Working Capital Borrowings and other than for items purchased on open account in the ordinary course of business) by any Group Member; (b) sales of equity interests by any Group Member (including the Common Units sold to the Underwriters pursuant to the exercise of their over-allotment option); and (c) sales or other voluntary or involuntary dispositions of any assets of any Group Member other than (i) sales or other dispositions of inventory, accounts receivable and other assets in the ordinary course of business, and (ii) sales or other dispositions of assets as part of normal retirements or replacements.

  • Alternative Restructuring Proposal means any inquiry, proposal, offer, bid, term sheet, discussion, or agreement with respect to a sale, disposition, new-money investment, restructuring, reorganization, merger, amalgamation, acquisition, consolidation, dissolution, debt investment, equity investment, liquidation, tender offer, recapitalization, plan of reorganization, share exchange, business combination, or similar transaction involving any one or more Company Parties or the debt, equity, or other interests in any one or more Company Parties that is an alternative to one or more of the Restructuring Transactions.

  • Backstop Agreement has the meaning set forth in the recitals to this Agreement.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Restructuring Charges means any charges or expenses in respect of restructuring or consolidating any business, operations or facilities, any compensation or headcount reduction, or any other cost savings, of any Persons or businesses either alone or together with the Company or any Restricted Subsidiary, as permitted by GAAP or Regulation S-X under the Securities Act.