Capitalization Capital Contributions Sample Clauses

Capitalization Capital Contributions. The Organizational Documents will provide that the equity interests of the Company will be initially evidenced by two classes of ownership interests: common units (each of which, a “Common Unit” and each holder of a Common Unit, a “Common Holder”), and preferred units (each of which, a “Preferred Unit”, and collectively, with the Common Units, the “Units”, and each holder of a Preferred Unit, a “Preferred Holder” and together with each Common Holder, a “Holder”). Each class of Units shall have the rights and obligations set forth herein. The issued and outstanding Common Units as of the Plan Effective Date shall be owned 100% by the lenders or affiliates thereof under the Prepetition Term Loan Credit Agreement (such lenders, the “Prepetition Term Loan Lenders”), in such relative amounts as shall be determined by the Prepetition Term Loan Lenders prior to the Plan Effective Date. The Preferred Units will be issued at a price of $1,000 per Preferred Units and, as of the Plan Effective Date, the issued and outstanding Preferred Units shall be owned (i) 44.4% by the Prepetition Term Loan Lenders or affiliates thereof (and allocated as among them in such relative amounts as shall be determined by the Prepetition Term Loan Lenders prior to the Plan Effective Date) in exchange for an aggregate amount of deemed capital contributions equal to $100,000,000 and (ii) 55.6% by CTCI or its affiliates (and allocated as among them in such relative amounts as shall be determined by CTCI prior to the Plan Effective Date) in exchange for an aggregate amount of deemed capital contributions equal to $125,000,000. None of the Holders shall have any obligation to contribute capital to the Company. The Preferred Units shall be automatically redeemed, surrendered and canceled, without the need for further action by the Company, the Board or any other Person, on and as of the date on which the Holder of such Preferred Units receives distributions, as declared by the Board, from the Company or proceeds of a sale (including any Company Sale Transaction and/or Drag-Along) that, in any case, result in the Preferred Holder achieving the Preferred Return in respect of such Preferred Units. The Preferred Holders shall have no right to cause the Company to redeem the Preferred Units.