Capital Structure and Equity Ownership. Schedule 3.6 hereto -------------------------------------- accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of the Borrower (whether existing as common or preferred stock or warrants, options or other instruments convertible into such equity) and (b) the ownership thereof. All such shares and interests are validly existing, fully paid and non-assessable. There are no Equityholder Agreements with respect to the Borrower or any Subsidiary.
Capital Structure and Equity Ownership. Schedule 3.6 accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of each Borrower authorized and/or outstanding (whether existing as common or preferred stock, general or limited partnership interests, or LLC membership interests, or warrants, options or other instruments convertible into such equity), and (b) the ownership thereof and the price per share or interest paid therefor (except NBG which is publicly traded), and (c) the existence of preferential returns or liquidation rights with respect to any such class of equity, and (d) the existence of any enhanced voting rights, veto rights or director designation rights with respect to any such class of equity, and with respect to options, warrants and convertible instruments, the price, duration and conversion factor thereof. All such shares and interests are validly existing, fully paid and non-assessable.
Capital Structure and Equity Ownership. Schedule 3.6 hereto accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of each Borrower (whether existing as common or preferred stock, or warrants, options or other instruments convertible into such equity), AND (b) the ownership thereof. Schedule 3.6 hereto also accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of Guarantor (whether existing as common or preferred stock, or warrants, options or other instruments convertible into such equity), AND (b) the ownership thereof (except with respect to the new shares of Guarantor issued in connection with its IPO). All such shares and interests are validly existing, fully paid and non-assessable.
Capital Structure and Equity Ownership. Schedule 3.6 hereto -------------------------------------- accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of each Borrower (whether existing as common or preferred stock, general or limited partnership interests, or limited liability company membership interests, or warrants, options or other instruments convertible into such equity) and (b) the ownership thereof. All such shares and interests are validly existing, fully paid and non-assessable. In addition to the equity interests in the Borrowers set forth on Schedule 3.6, Univision is entitled to purchase Class A Membership Interests in Entravision by exercising the Univision Option. If the Univision Option were exercised on the Closing Date, Univision would be entitled to purchase an approximately 25.86% interest in Entravision. Pursuant to the terms of the Univision Investment Documents and the Operating Agreement, such interest may increase or decrease over time.
Capital Structure and Equity Ownership. Schedule 3.19 hereto accurately and completely discloses, as of the Closing Date, (a) the number and classes of equity ownership rights and interests in the Pledgor, the Borrower and each Subsidiary (whether existing as common or preferred stock, general or limited partnership interests, or limited liability company membership interests, or warrants, options or other instruments convertible into such equity, and including, with respect to the Pledgor, each shareholder’s interest therein on a fully-diluted basis) and (b) the ownership thereof. All such shares and interests are validly existing, fully paid and non-assessable. As of the Closing Date, there are no Equityholder Agreements, other than as set forth on Schedule 3.19.
Capital Structure and Equity Ownership. Schedule 3.19 hereto sets forth, as of the Closing Date, (i) the number and classes of equity ownership rights and interests in each Subsidiary (whether existing as common or preferred stock, general or limited partnership interests, or limited liability company membership interests, or warrants, options or other instruments convertible into such equity) and (ii) the ownership thereof. All such shares and interests are validly existing, fully paid and non-assessable (if applicable) and none of such shares or interests is subject to any Equityholder Agreement (other than the Organic Documents certified to the Agent by Loan Parties and the Organic Documents of the Excluded Subsidiaries). As of the Closing Date, neither the Borrower nor any Subsidiary thereof is obligated under any management agreement, consulting agreement or similar agreement pursuant to which it is to pay fees to an Affiliate.
Capital Structure and Equity Ownership. As of the Closing Date, Schedule 3.6A hereto accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of the Borrower (whether existing as common or preferred stock, general or limited partnership interests, or limited liability company membership interests, or warrants, options or other instruments convertible into such equity) and (b) the ownership thereof; provided that, with respect to shareholders of the Borrower, Schedule 3.6A may omit any shareholder holding, directly or indirectly, less than 5.0% of the Borrower’s Class A common stock. All such shares and interests are validly existing, fully paid and non-assessable.
Capital Structure and Equity Ownership. Schedule 3.6 accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of each Borrower authorized and/or outstanding (whether existing as common or preferred stock, general or limited partnership interests, or LLC membership interests, or warrants, options or other instruments convertible into such equity), and (b) the ownership thereof and the price per share or interest paid therefor, and (c) the existence of preferential returns or liquidation rights with respect to any such class of equity, and (d) the existence of any enhanced voting rights, veto rights or director designation rights with respect to any such class of equity, and with respect to options, warrants and convertible instruments, the price, duration and conversion factor thereof. All such shares and interests are validly existing, fully paid and non-assessable.
Capital Structure and Equity Ownership. As of the Closing Date, Schedule 3.6 accurately and completely discloses (a) the number of shares and classes of equity ownership rights and interests of Borrower and each of its Subsidiaries authorized and/or outstanding (whether existing as common or preferred stock, general or limited partnership interests, or LLP membership interests, or warrants, options or other instruments convertible into such equity), and (b) the existence of preferential returns or liquidation rights with respect to any such class of equity, and (c) the existence of any enhanced voting rights, veto rights or director designation rights with respect to any such class of equity, and with respect to options, warrants and convertible instruments, the price, duration and conversion factor thereof All such shares and interests are validly existing, fully paid and non-assessable.
Capital Structure and Equity Ownership. Schedule 3.19 hereto identifies the Borrower and each Subsidiary as of the Closing Date, the percentage of issued and outstanding shares of each class of its capital stock or other equity interests owned by the Parent, the Table of Contents Borrower and the other Subsidiaries and, if such percentage is not 100% (excluding directors’ qualifying shares as required by law), a description of each class of shares issued and outstanding. All such shares and interests are validly existing, fully paid and non-assessable (to the extent applicable).
