Section 1145 Subscription Rights definition

Section 1145 Subscription Rights means the non-transferable, non-certificated subscription rights of Section 1145 Eligible Holders to purchase shares of Section 1145 Rights Offering Stock in connection with the Section 1145 Rights Offering on the terms and subject to the conditions set forth in the Plan and the Section 1145 Rights Offering Procedures.
Sample 1Sample 2Sample 3

Examples of Section 1145 Subscription Rights in a sentence

  • In accordance with the Section 1145 Rights Offering Procedures and the Backstop Commitment Agreement, each Section 1145 Eligible Holder shall receive Section 1145 Subscription Rights to acquire its respective Pro Rata Share of Section 1145 Rights Offering Stock pursuant to the terms set forth in the Plan and in the Section 1145 Rights Offering Procedures.

  • In accordance with the Section 1145 Rights Offering Procedures and the Backstop Commitment Agreement, each Section 1145 Eligible Holder shall receive Section 1145 Subscription Rights to acquire its respective Pro Rata Share of Section 1145 Rights Offering Stock pursuant to the terms set forth in this Plan and in the Section 1145 Rights Offering Procedures.

  • The Section 1145 Subscription Rights are not exercisable other than by a Section 1145 Eligible Holder.

  • In addition, if any portion of a Second Lien Note Claim is or has been transferred by an 1145 Eligible Participant after the 1145 Claim Determination Date, the corresponding Section 1145 Subscription Rights will be cancelled, and neither such Section 1145 Eligible Holder nor the transferee of such Second Lien Note Claim will receive any shares of Section 1145 Rights Offering Stock in connection with such transferred Second Lien Note Claims.

  • The Debtors believe that the value of the Section 1145 Securities being issued to Section1145 Eligible Holders pursuant to the Plan on account of their Second Lien Note Claims (excluding the Section 1145 Subscription Rights), and thus the value of the interests in any such Second Lien Note Claim to be exchanged pursuant to the Section 1145 Rights Offering, exceeds the value of the capital being raised pursuant to the exercise of the 1145 Subscription Rights.

  • The Section 1145 Subscription Rights are not detachable from Second Lien Note Claims, and are not transferable after the Record Date, or such later date as the Debtors may determine, with the consent of the Requisite Investors (the “1145 Claim Determination Date”).

  • The Plan provides for the offer, issuance, sale or distribution of shares of New Common Stock pursuant to the Second Lien Notes Equity Distribution and shares of Rights Offering Stock in connection with the exercise of the Section 1145 Subscription Rights (such shares, together with the shares of Top HoldCo Common Stock to be received in exchange for the contribution of such shares to Top HoldCo as contemplated by the Plan, the “Section 1145 Securities”).

Related to Section 1145 Subscription Rights

  • Subscription Rights means the subscription rights to purchase Rights Offering Shares.

  • Undersubscription Notice means written notice from an Investor notifying the Company and the selling Key Holder that such Investor intends to exercise its option to purchase all or any portion of the Transfer Stock not purchased pursuant to the Right of First Refusal or the Secondary Refusal Right.

  • Rights Offering Shares means, collectively, the shares of New Common Stock issued in the Rights Offering.

  • Subscription Notice has the meaning set forth in Section 1.1.

  • basic subscription privilege means a privilege to subscribe for the number or amount of securities set out in a rights certificate held by the holder of the rights certificate;

  • additional subscription privilege means a privilege, granted to a holder of a right, to subscribe for a security not subscribed for by any holder under a basic subscription privilege;

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Subscription License means a particular type of license to a Software Product that allow s a Customer to use the Software Product for a specified period of time identified in the Quote. For reference, a Software Product that is a Subscription License shall have the word “Subscription” in the Software Product name and/or have the letters “SU” at the end of the product number for the Software Product.

  • PIPE Subscription Agreements has the meaning set forth in the recitals to this Agreement.

  • Call Rights As defined in Section 9.01(f).

  • Redemption Rights means the redemption rights provided for in Section 9.2 of the SPAC Certificate of Incorporation.

  • Purchase Option Notice As defined in Section 3.18(e).

  • Annual Subscription means the subscription paid by a member in accordance with the Registered Clubs Act and being paid either annually or otherwise.

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Subscription Term means the initial subscription term and if applicable any renewal subscription term of a Cloud Service identified in the Order Form.

  • Put Right has the meaning set forth in Section 8.05(a).

  • Redemption Right has the meaning provided in Section 8.5(a) hereof.

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Option Warrants shall have the meaning ascribed to such term in Section 2.2(a).

  • Unsubscribed Shares means the Rights Offering Shares that have not been duly purchased by the Rights Offering Participants in accordance with the Rights Offering Procedures and the Plan.

  • Call Option means an exchange traded option with respect to Securities other than Stock Index Options, Futures Contracts, and Futures Contract Options entitling the holder, upon timely exercise and payment of the exercise price, as specified therein, to purchase from the writer thereof the specified underlying Securities.

  • Offering Shares means the Class A Shares sold in the Offering, whether such Class A Shares were purchased in the Offering or in the secondary market following the Offering and whether or not such holders are affiliates of the Sponsor.

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • Option Right means the right to purchase Common Shares upon exercise of an option granted pursuant to Section 4 of this Plan.

  • Preemptive Rights has the meaning given such term in Section 6.04(a).

  • Registration Rights means the rights of the Holders to cause the Company to Register Registrable Securities pursuant to this Agreement.