Backstop Commitments. Subject to the terms and conditions of the Backstop Commitment Letter, dated as of October 7, 2016 (the “Backstop Commitment Letter”): (i) in connection with the Unsecured Rights Offering, certain holders of Allowed LINN Unsecured Notes Claims and/or their affiliates party thereto (collectively, together with their Related Transferees (as defined below), the “Initial Unsecured Commitment Parties” and, together with any Additional Commitment Parties (as defined below) under the Unsecured Rights Offering, the “Unsecured Commitment Parties”) have each committed (on a several and not joint basis) (A) to fully exercise all subscription rights issued to it in the Unsecured Rights Offering to purchase Unsecured Rights Offering Shares at the Per Share Price (the “Unsecured Subscription Rights” and such commitment, the “Unsecured Subscription Rights Commitment”), and (B) to purchase its Unsecured Backstop Commitment Percentage (as defined below) of any unsubscribed Unsecured Rights Offering Shares that are not purchased by the holders of Allowed LINN Unsecured Notes Claims that are not Unsecured Commitment Parties as part of the Unsecured Rights Offering at a price per share (the “Discounted Per Share Price”) to be determined using the Plan Value and applying a 25% discount thereto (which, for the avoidance of doubt, will result in a number of shares issued to the Unsecured Commitment Parties greater than the number of unsubscribed Unsecured Rights Offering Shares, to account for the Discounted Per Share Price at which the unsubscribed Unsecured Rights Offering Shares are to be sold) (the “Unsecured Backstop Commitment” and, together with the Unsecured Subscription Rights Commitment, the “Unsecured Commitments”); and (ii) in connection with the Secured Rights Offering, certain holders of Allowed LINN Second Lien Notes Claims and/or their affiliates party thereto (collectively, together with their Related Transferees, the “Initial Secured Commitment Parties” and, together with any Additional Commitment Parties under the Secured Rights Offering, the “Secured Commitment Parties”) have each committed (on a several and not joint basis) (A) to fully exercise all subscription rights issued to it in the Secured Rights Offering to purchase Secured Rights Offering Shares at the Per Share Price (the “Secured Subscription Rights” and, together with the Unsecured Subscription Rights, the “Subscription Rights” and such commitment, the “Secured Subscription Rights Commitment” and...
Backstop Commitments. Upon the terms and subject to the conditions hereof, (i) Valaris shall conduct the Rights Offering and (ii) the Backstop Parties shall provide their respective Backstop Commitment, in each case pursuant to and in accordance with the Backstop Agreement.
Backstop Commitments. Certain members of the Noteholder Committee will fully backstop the Tranche A Exit Senior Unsecured Notes (the “Exit Backstop Parties”).
Backstop Commitments. 12 Section 2.1 The Rights Offering .................................................................................. 12 Section 2.2 The Purchase Commitment and Backstop Commitment .......................... 12 Section 2.3 Commitment Party Default ....................................................................... 12 Section 2.4
Backstop Commitments. In addition to its obligations under Section 1(a), on the terms and subject to the conditions hereof, each of the Investors, severally and not jointly, agrees to subscribe for and purchase, on the Closing Date, and the Company agrees to put to, sell and issue to such Investor, (i) shares of Rights Offering Common Stock, (ii) a number of Unsubscribed Shares equal to (x) such Investor’s Investor Percentage multiplied by (y) the aggregate number of Unsubscribed Shares, rounded among the Investors solely to avoid fractional shares as the Requisite Investors determine in their sole discretion, (iii) to the extent applicable, Rights Offering New Second Lien Loans and (iv) to the extent applicable, a principal amount of Unsubscribed New Second Lien Loans equal to such Investor’s Investor Percentage (the obligations of the Investors described in this Section 2(a) are referred to as the “Backstop Commitments” and the aggregate amount of Unsubscribed Shares issued to all Investors in accordance with their respective Backstop Commitments pursuant to this Agreement are referred to as the “Backstop Shares”, and the aggregate amount of Unsubscribed Loans issued to all Investors in accordance with their respective Backstop Commitments pursuant to this Agreement referred to as “Backstop New Second Lien Loan”).
Backstop Commitments. The Rights Offering 13 Section 2.2 The Subscription Commitment and Backstop Commitment 14 Section 2.3 Backstop Party Default 14 Section 2.4 Funding 15 Section 2.5 Closing 16 Section 2.6 No Transfer of Backstop Commitments 16 Section 2.7 Designation Rights 17 Section 2.8 Notification of Aggregate Principal Amount of Exercised Subscription Rights 17 Section 2.9 Rights Offering 17
Backstop Commitments. Backstop Party Applicable Percentage Represents Applicable Percentage of Backstop Party on the Record Date. Notes Commitment Percentage Represents Backstop Party’s pro rata share (i.e., relative to the other Backstop Parties) of total commitments hereunder by all Backstop Parties in connection with the Notes Offering. Magnetar Structured Credit Fund, LP 2.59% 27.69% Magnetar Longhorn Fund LP 0.40% 4.32% Magnetar Lake Credit Fund LLC 2.79% 29.78% Purpose Alternative Credit Fund – F LLC 2.61% 27.89% Purpose Alternative Credit Fund – T LLC 0.87% 9.32% AY2 Capital LLC 0.59% 1%1 Total: 9.86 %(1) 100 %
Backstop Commitments. Backstop Party Aggregate Backstop Commitment Percentage Maximum Backstop Commitment Amount
Backstop Commitments. Subject to the terms of the Backstop Commitment Agreement (as defined below), in connection with the Rights Offering, each Investor (as defined below) commits (such commitment, the “Backstop Commitment”) to purchase (on a several and not joint basis) the Rights Offering Shares (based on the Per Share Price) that are not purchased by the Second Lien Noteholders (as defined below) as part of the Rights Offering based initially on a percentage to be set forth in the Backstop Commitment Agreement, which percentage shall be based on the amount of Second Lien Notes (as defined below) held by such Investor relative to the aggregate amount of Second Lien Notes held by all Investors on the date the RSA is executed by the Investors (such percentage, the “Backstop Commitment Percentage”). The amount of each Investor’s Backstop Commitment may be adjusted in accordance with the terms herein.
Backstop Commitments. Section 2.1 The Rights Offering Section 2.2 The Purchase Commitment and Backstop Commitment Section 2.3
