New Permian Corp definition

New Permian Corp means a newly formed Delaware corporation that, in accordance with the Restructuring Transactions shall, inter alia, be the issuer of the New Permian Corp. Shares pursuant to the Rights Offering and the Plan and shall purchase all of the New Permian LLC Equity from BBEP.
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New Permian Corp as defined in the Amended and Restated Backstop Commitment Agreement) having an aggregate exercise price of $465,000,000. An “Eligible Offeree” is a holder of an Allowed Unsecured Notes Claim, as defined in the Plan, as of [•]November 29, 8.625% SENIOR NOTES DUE 2020AND/OR 7.875% SENIOR NOTES DUE 2022 2017 (the “Rights Offering Record Date”), and is also either (a) an “accredited investor” (an “AI”) within the meaning of Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) or an entity in which all of the equity investors are AIs, or (b) a non-U.S. Person, as defined under Regulation S under the Securities Act.
Sample 1
New Permian Corp as defined in the Amended and Restated Backstop Commitment Agreement) having an aggregate exercise price of $465,000,000. An “Eligible Offeree” is a holder of an Allowed Unsecured Notes Claim, as defined in the Plan, as of [•], 2017 (the “Rights Offering Record Date”), and is also either (a) an “accredited investor” (an “AI”) within the meaning of Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) or an entity in which all of the equity investors are AIs, or (b) a non-U.S. Person, as defined under Regulation S under the Securities Act.
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Examples of New Permian Corp in a sentence

  • Shares issued pursuant to the Plan, but are subject to dilution from any New Permian Corp.

  • Shares issued on (other than pursuant to the Plan) or after the Effective Date, including pursuant to any New Permian Corp.

  • Shares necessary to satisfy distributions pursuant to Sections 4.5(c) and 4.6 with respect to Allowed Claims as of the Effective Date, and the assumption of the obligation to issue New Permian Corp.

  • Shares with respect to, or on account of, Disputed General Unsecured Claims as to which the holder elected to receive New Permian Corp.

  • The interests in the AUNC Trust shall be held by the Receiving AUNC Holders and on a Pro Rata basis based on their respective holdings of the New Permian Corp.

  • Accordingly, for U.S. federal income tax purposes, the Debtors, New Permian LLC and New Permian Corp.

  • All matrix blocks areTable 1: Example of block distribution on the Update, Internal, Border, and External sets, using global indexing and an appropriate choice of local reordering.

  • All final requests for payment of Professional Fee Claims, including the Professional Fee Claims incurred during the period from the Petition Date through the Effective Date, must be filed and served on the Reorganized Debtors (other than New Permian Corp.

  • Similarly, Pr v-identifies obedient players (v-IOP) if given λ ≥ 0 and η ∈ RA×S for which∀(i, a, s), λi(ai, θi)(Pr(s|a) − Pr(s|θi, a−i)) = η(a, s),Σθi∈Θiit follows that (i,θi) λi(ai, θi)(vi(bi, a−i) − vi(a)) ≤ 0 for all a ∈ A.

  • Shares is disallowed, the shares that would otherwise have been distributed in respect of such Claim shall be reallocated as if such Claim had been disallowed as of the Effective Date and, in accordance with the Restructuring Transactions, distributed by New Permian Corp.

Related to New Permian Corp

  • Acquisition Corp. shall have the meaning given to such term in the preamble to this Agreement.

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • MergerSub has the meaning set forth in the Preamble.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • CCA means the Connecting Care Act, 2019, and the regulations under it, as it and they may be amended from time to time;

  • Blocker has the meaning set forth in the preamble.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Holdco has the meaning set forth in the Preamble.

  • Crown means the government of the United Kingdom (including the Northern Ireland Assembly and Executive Committee, the Scottish Executive and the National Assembly for Wales), including, but not limited to, government ministers and government departments and particular bodies, persons, commissions or agencies from time to time carrying out functions on its behalf;

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Non-Core Assets means: (1) all intangible present and possible future authorizations, rights, interests and other intangible assets related to all “western” DBS orbital locations other than the 148 degree orbital slot (as the term “western” is used by the FCC) held by the Company and/or any of its Subsidiaries at any time; (2) all intangible present and possible future authorizations, rights, interests and other intangible assets related to the fixed satellite service in the Ku-band, extended Ku-band, Ka-band and C-band held by the Company and/or any of its Subsidiaries at any time; (3) all present and possible future intangible authorizations, rights, interests and other intangible assets related to any mobile satellite service held by the Company and/or any of its Subsidiaries at any time; (4) all present and possible future intangible authorizations, rights, interests and other intangible assets related to local multi-point distribution service; and (5) any Subsidiary of the Company the assets of which consist solely of (i) any combination of the foregoing and (ii) other assets to the extent permitted under the provision described under the second paragraph of Section 4.19 of this Indenture.

  • Merger Sub has the meaning set forth in the Preamble.

  • Subco means 1102209 B.C. LTD., a corporation incorporated under the laws of the Province of British Columbia;

  • Corporation/ Corpn./ Department means the Central Warehousing Corporation.

  • Natural parent means a minor's biological or adoptive parent, and includes the minor's noncustodial parent.

  • Holdings LLC Agreement means the Amended and Restated Limited Liability Company Agreement of Holdings dated as of the Closing Date.

  • Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.

  • Acquisition Agreement as defined in the recitals hereto.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Plan of Merger has the meaning set forth in Section 2.2.

  • EBS means Electronic Bid Submission.

  • Company LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of May 25, 2011, as amended from time to time.

  • Operating Agreement means the agreement, whether or not referred to as an operating agreement and whether oral, in a record, implied, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in section 489.110, subsection 1. The term includes the agreement as amended or restated.

  • Merger Sub II has the meaning set forth in the Preamble.