Recapitalization Transaction definition

Recapitalization Transaction has the meaning set forth in the recitals hereto.

Recapitalization Transaction means the receipt by stakeholders of the stock of Reorganized GenOn pursuant to a transaction in which certain Tax Attributes would, subject to certain limitations and reductions imposed by applicable U.S. federal income tax law (“Tax Law”) and related regulations, vest in Reorganized GenOn.

Recapitalization Transaction shall have the meaning set forth in Section 10.2 of the Stockholders Agreement.

Examples of Recapitalization Transaction in a sentence

• Assuming the Recapitalization Transaction is completed pursuant to the Arrangement Proceedings.

• In addition, the Company and Oasis have agreed that the counterclaim by Oasis against the Company will be dismissed as a condition of closing of the Recapitalization Transaction.

• All obligations to employees of the Company (whether for salary, wages, retention payments pursuant to retention agreements, benefits, severance or otherwise) shall be unaffected by the Recapitalization Transaction (other than as set forth in Section 6 above) and employment arrangements will remain in place under their existing terms, provided that any changes to such employment arrangements to reflect the new Management Incentive Plan will be made.

• The Parties will work in good faith to negotiate, execute and deliver definitive documentation necessary to implement the Recapitalization Transaction in accordance with the terms set out in this Term Sheet and in form and substance satisfactory to the Company and the Majority Second Lien Noteholder Supporting Parties.

• Second Lien Noteholder Supporting Parties shall either confirm the continuation of the existing Board of Directors of PNCC (the “Board”) following implementation of the Recapitalization Transaction or have the right to appoint on the Effective Date up to 33% of the directors acceptable to the Majority Second Lien Noteholder Supporting Parties.

More Definitions of Recapitalization Transaction

Recapitalization Transaction means a transaction approved by the Requisite Principal Investors in which one or more classes of securities issued by the Company or any of its direct or indirect subsidiaries are, in whole or in part on a pro rata basis among all holders of such securities, converted into, or exchanged for, securities in another form issued by the Company, any of its direct or indirect subsidiaries, a newly formed parent or affiliated Persons.

Recapitalization Transaction the series of transactions described in Schedule 1.1(h), as amended, supplemented or otherwise modified from time to time, provided that any such amendments, supplements or modifications are not, when taken as a whole, materially adverse to the Lenders.

Recapitalization Transaction means, prior to May 22, 2018, (i) the Borrower’s receipt of net cash proceeds of at least $240,000,000 from the issuance of Stock (other than Disqualified Stock) of the Borrower in accordance with the terms and conditions of the Equity Backstop Commitment Letter and the rights offering described therein and (ii) the use of such proceeds to immediately effect a Discharge of Second Priority Obligations, with the remainder to be retained by the Borrower and its Subsidiaries for working capital purposes.

Recapitalization Transaction means the recapitalization transaction completed on the date hereof and involving PNCC, the Issuer and their Subsidiaries, as described more fully in the Plan Circular.

Recapitalization Transaction has the meaning specified in Section 5.8(b)(1).

Recapitalization Transaction means the recapitalization of the Corporation contemplated by the Recapitalization Agreement.

Recapitalization Transaction has the meaning set forth in the Management Information Circular of the Company dated as of April 16, 2019.