Common use of Warrants, New Warrants and GGO Warrants Clause in Contracts

Warrants, New Warrants and GGO Warrants. Within one Business Day of the date of the entry of the Approval Order, the Company and the warrant agent shall execute and deliver the warrant agreement in the form attached hereto as Exhibit G (with only such changes thereto as may be reasonably requested by the warrant agent and reasonably approved by Purchaser) (the “Warrant Agreement”) evidencing 60,000,000 warrants (the “Warrants”) each of which entitles the holder to purchase one (1) share of Common Stock at an initial price of $15.00 per share subject to adjustment as provided in the Warrant. The Warrants and the Plan shall provide that upon the effectiveness of the Plan, the Warrants shall be exchanged for and converted into the right to receive (i) 60,000,000 warrants each of which entitles the holder to purchase one (1) share of New Common Stock (the “New Warrants”) at an initial purchase price of $10.00 per share subject to adjustment as provided in the underlying warrant agreement and (ii) 40,000,000 warrants each of which entitles the holder to purchase one (1) share of GGO Common Stock (the “GGO Warrants”) at a price of $5.00 per share subject to adjustment as provided in the underlying warrant agreement, each in accordance with the terms set forth in the applicable warrant agreement. Purchaser, in its sole discretion, may designate that some or all of the New Warrants or GGO Warrants be issued in the name of, and delivered to, one or more Brookfield Consortium Members in accordance with and subject to the Designation Conditions.

Appears in 3 contracts

Samples: Investment Agreement, Cornerstone Investment Agreement (General Growth Properties Inc), Stock Purchase Agreement (Pershing Square Capital Management, L.P.)

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Warrants, New Warrants and GGO Warrants. Within one (1) Business Day of the date of the entry of the Approval Order, the Company and the warrant agent shall execute and deliver the warrant agreement in the form attached hereto as Exhibit G (with only such changes thereto as may be reasonably requested by the warrant agent and reasonably approved by each Purchaser) (the “Warrant Agreement”) evidencing 60,000,000 17,142,857 warrants (the “Warrants”) each of which entitles the holder to purchase one (1) share of Common Stock at an initial price of $15.00 per share subject to adjustment as provided in the Warrant. The Warrants and the Plan shall provide that upon the effectiveness of the Plan, the Warrants shall be exchanged for and converted into the right to receive (i) 60,000,000 17,142,857 warrants each of which entitles the holder to purchase one (1) share of New Common Stock (the “New Warrants”) at an initial purchase price of $10.00 per share subject to adjustment as provided in the underlying warrant agreement and (ii) 40,000,000 20,000,000 warrants each of which entitles the holder to purchase one (1) share of GGO Common Stock (the “GGO Warrants”) at a price of $5.00 per share subject to adjustment as provided in the underlying warrant agreement, each in accordance with the terms set forth in the applicable warrant agreement. PurchaserPSCM, in its sole discretion, may designate that some or all of the New Warrants or GGO Warrants be issued in the name of, and delivered to, one or more Brookfield Consortium Members any member of the Purchaser Group in accordance with and subject to the Designation Conditions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (General Growth Properties Inc), Stock Purchase Agreement (Pershing Square Capital Management, L.P.)

Warrants, New Warrants and GGO Warrants. Within one (1) Business Day of the date of the entry of the Approval Order, the Company and the warrant agent shall execute and deliver the warrant agreement in the form attached hereto as Exhibit G (with only such changes thereto as may be reasonably requested by the warrant agent and reasonably approved by each Purchaser) (the “Warrant Agreement”) evidencing 60,000,000 42,857,143 warrants (the “Warrants”) each of which entitles the holder to purchase one (1) share of Common Stock at an initial price of $15.00 per share subject to adjustment as provided in the Warrant. The Warrants and the Plan shall provide that upon the effectiveness of the Plan, the Warrants shall be exchanged for and converted into the right to receive (i) 60,000,000 42,857,143 warrants each of which entitles the holder to purchase one (1) share of New Common Stock (the “New Warrants”) at an initial purchase price of $10.00 per share subject to adjustment as provided in the underlying warrant agreement and (ii) 40,000,000 20,000,000 warrants each of which entitles the holder to purchase one (1) share of GGO Common Stock (the “GGO Warrants”) at a price of $5.00 per share subject to adjustment as provided in the underlying warrant agreement, each in accordance with the terms set forth in the applicable warrant agreement. Purchaser, in its sole discretion, may designate that some or all of the New Warrants or GGO Warrants be issued in the name of, and delivered to, one or more Brookfield Consortium Members in accordance with and subject to the Designation Conditions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (General Growth Properties Inc), Stock Purchase Agreement (Pershing Square Capital Management, L.P.)

Warrants, New Warrants and GGO Warrants. Within one (1) Business Day of the date of the entry of the Approval Order, the Company and the warrant agent shall execute and deliver the warrant agreement in the form attached hereto as Exhibit G (with only such changes thereto as may be reasonably requested by the warrant agent and reasonably approved by each Purchaser) (the “Warrant Agreement”) evidencing 60,000,000 17,142,857 warrants (the “Warrants”) each of which entitles the holder to purchase one (1) share of Common Stock at an initial price of $15.00 per share subject to adjustment as provided in the Warrant. The Warrants and the Plan shall provide that upon the effectiveness of the Plan, the Warrants shall be exchanged for and converted into the right to receive (i) 60,000,000 17,142,857 warrants each of which entitles the holder to purchase one (1) share of New Common Stock (the “New Warrants”) at an initial purchase price of $10.00 per share subject to adjustment as provided in the underlying warrant agreement and (ii) 40,000,000 20,000,000 warrants each of which entitles the holder to purchase one one (1) share of GGO Common Stock (the “GGO Warrants”) at a price of $5.00 per share subject to adjustment as provided in the underlying warrant agreement, each in accordance with the terms set forth in the applicable warrant agreement. PurchaserPSCM, in its sole discretion, may designate that some or all of the New Warrants or GGO Warrants be issued in the name of, and delivered to, one or more Brookfield Consortium Members any member of the Purchaser Group in accordance with and subject to the Designation Conditions.

Appears in 1 contract

Samples: Stock Purchase Agreement

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Warrants, New Warrants and GGO Warrants. Within one (1) Business Day of the date of the entry of the Approval Order, the Company and the warrant agent shall execute and deliver the warrant agreement in the form attached hereto as Exhibit G (with only such changes thereto as may be reasonably requested by the warrant agent and reasonably approved by each Purchaser) (the “Warrant Agreement”) evidencing 60,000,000 42,857,143 warrants (the “Warrants”) each of which entitles the holder to purchase one (1) share of Common Stock at an initial price of $15.00 per share subject to adjustment as provided in the Warrant. The Warrants and the Plan shall provide that upon the effectiveness of the Plan, the Warrants shall be exchanged for and converted into the right to receive (i) 60,000,000 42,857,143 warrants each of which entitles the holder to purchase one (1) share of New Common Stock (the “New Warrants”) at an initial purchase price of $10.00 per share subject to adjustment as provided in the underlying warrant agreement and (ii) 40,000,000 20,000,000 warrants each of which entitles the holder to purchase one one (1) share of GGO Common Stock (the “GGO Warrants”) at a price of $5.00 per share subject to adjustment as provided in the underlying warrant agreement, each in accordance with the terms set forth in the applicable warrant agreement. Purchaser, in its sole discretion, may designate that some or all of the New Warrants or GGO Warrants be issued in the name of, and delivered to, one or more Brookfield Consortium Members in accordance with and subject to the Designation Conditions.

Appears in 1 contract

Samples: Stock Purchase Agreement

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