Unsubscribed Notes definition

Unsubscribed Notes means the New Secured Convertible Notes offered for sale in the Rights Offering that are not subscribed for by the Rights Offering Participants by the Rights Offering Termination Time in accordance with the terms of the Rights Offering Procedures.

Unsubscribed Notes has the meaning set forth in the Backstop Agreement.

Unsubscribed Notes means Notes in an aggregate principal amount equal to (i) the aggregate principal amount of Notes that were offered by the Company pursuant to the Rights Offering but were not subscribed for on or before the expiration of the Rights Offering plus (ii) aggregate principal amount of Notes equal to the aggregate principal amount of Escrowed Notes less (iii) the aggregate principal amount of Notes equal to the aggregate Oversubscription Amount subscribed for by Eligible Holders (after taking account any adjustments or reduction to any Oversubscription Amount pursuant to Section 1); provided, that (x) in no event shall the aggregate principal amount of all Unsubscribed Notes exceed the Amount and (y) any adjustment of Unsubscribed Notes as required pursuant to Section 1 shall be applied ratably across the amounts described in clauses (i), (ii) and (iii) above.

Examples of Unsubscribed Notes in a sentence

• The issuance of Unsubscribed Notes to the Backstop Parties is intended to be exempt from Securities Act registration under Section 4(2) of the Securities Act and exempt from any prospectus requirement under Canadian securities laws.

• If any Investor defaults on its obligation to purchase the Unsubscribed Notes that it has agreed to purchase hereunder (such Investor, a “Defaulting Investor”), the non-Defaulting Investors may in their discretion arrange for the purchase of such Notes by other persons (including such non-Defaulting Investors on a pro rata basis) on the terms contained in this Commitment Agreement.

• Any Rights Offering Notes excluded from the Rights Offering due to a Section 1145 Cutback will instead be offered to the Backstop Parties for purchase on or before the Effective Date as Unsubscribed Notes.

• To determine, or instruct the Subscription Agent to determine, the principal amount Unsubscribed Notes, if any, in good faith, and to provide, or instruct the Subscription Agent to provide a Purchase Notice or a Satisfaction Notice that reflects the amount of Unsubscribed Notes as so determined and to provide to the Investors, such written backup to the determination of the amount of Unsubscribed Notes an Investor may reasonably request.

• As used in this Commitment Agreement, the term “Investor” includes, for all purposes of this Commitment Agreement unless the context otherwise requires, any person not listed in Schedule 1(h) hereto that, pursuant to this Section 24, purchases the Unsubscribed Notes that a Defaulting Investor agreed, but failed, to purchase.

• The Unsubscribed Notes are intended to be eligible for resale under Rule 144A under the Securities Act.

• Any Rights Offering Notes excluded from the Rights Offering due to a Section 1145 Cutback will instead be offered to the Backstop Parties for purchase on or before the Implementation Date #10517867 v42 as Unsubscribed Notes in accordance with the terms of the Backstop Agreement.

• Each Investor shall have received from the Company a (b) Purchase Notice in accordance with Section 1(f), dated as of the Determination Date, certifying as to the number of each Investor’s Unsubscribed Notes to be purchased pursuant to the Backstop Commitment.

• Any Rights Offering Notes excluded from the Rights Offering due to a Section 1145 Cutback will instead be offered to the Backstop Parties for purchase on or before the Implementation Date as Unsubscribed Notes in accordance with the terms of the Backstop Agreement.

• Each Investor shall have received from the Company a Purchase Notice in accordance with Section 1(f), dated as of the Determination Date, certifying as to the number of each Investor’s Unsubscribed Notes to be purchased pursuant to the Backstop Commitment.

More Definitions of Unsubscribed Notes

Unsubscribed Notes means the Rights Offering Notes that have not been subscribed for in the Rights Offering by Noteholders in accordance with the Rights Offering Procedures and the Plan.

Unsubscribed Notes means, collectively, the aggregate Original Principal Amount of Subscription Notes that has not been duly and timely subscribed for by the Rights Offering Participants in accordance with the Rights Offering Procedures and the Plan.

Unsubscribed Notes means the First Lien Notes that are Unsubscribed Securities (as defined in the Backstop Commitment Agreement).

Unsubscribed Notes means New Second Lien Notes offered for sale in the New Notes Rights Offering that are not subscribed for by Rights Offering Participants by the twentieth (20th) calendar day (or if such day is not a Business Day, the next Business Day) after the commencement of the New Notes Rights Offering and otherwise in compliance with the New Notes Rights Offering Procedures, including New Notes that holders of Allowed Note Claims as of the applicable record date who are not Accredited Investors could have purchased if such holders exercised their respective New Notes Rights in the New Notes Rights OfferingRights Offering Termination Time in accordance with the terms of the New Notes Rights Offering Procedures.

Unsubscribed Notes has the meaning given to such term in the recitals hereof.

Unsubscribed Notes means an aggregate principal amount of New First Lien Notes equal to (x) $580,000,000 in aggregate principal amount of New First Lien Notes minus (y) the aggregate principal amount of New First Lien Notes subscribed for and purchased by Eligible 2026 Unsecured Noteholders pursuant to and in accordance with the terms of the Exchange and Offering Documents.