IPO Exchange Clause Samples
IPO Exchange. At any time after the date hereof, in connection with a Public Offering of an IPO Vehicle, Oncor may determine that it is in the best interests of Oncor to exchange any Oncor Units held by the Company and the Stockholder for IPO Stock. In such event, the Stockholder agrees to exchange any Oncor Units held by it for IPO Stock; provided that, the rights attaching to such IPO Stock shall be substantially equivalent to the rights that attached to the Oncor Units previously held by such Stockholder.
IPO Exchange. Prior to an IPO, the Corporation and the IPO Corporation shall enter into an exchange agreement with holders of the Corporation Capital Stock and Unitholders, on terms and conditions reasonably satisfactory to the Investors, whereby the IPO Corporation shall issue to the Investors, in a transaction in which gain or loss is not recognized for federal income tax purposes by the Corporation or the Investors, capital stock of the IPO Corporation (“IPO Converted Securities”) as of immediately prior to consummation of an IPO. The IPO Converted Securities issued pursuant to the exchange to the Investors who hold Corporation Capital Stock shall be (i) of the same class of security as received in the exchange by the holders of Corresponding Units in exchange for their Units and (ii) in an amount so that the Consolidated Amount of all Shares owned by each participating Investor immediately following such exchange is equal to the Consolidated Amount of all Shares owned by such participating Investor immediately prior to such exchange.