Equity Backstop Premium definition

Equity Backstop Premium means a premium equal to 8% of the aggregate amount of obligations backstopped by the Equity Backstop Parties under the Equity Backstop Agreement and which was fully earned and nonrefundable upon entry of the EBA Approval Order, payable free and clear of and without withholding on account of any taxes, treated as an Allowed Administrative Claim against each of the Estates, and paid in Cash (or, at the option of each Equity Backstop Party, in shares of New Common Equity at the Plan Equity Value, which shares shall be incremental to the Aggregate Fully Diluted Common Shares) upon closing of the Rights Offering or otherwise as set forth in the Equity Backstop Agreement, and subject to the terms and conditions of the Equity Backstop Agreement (including, without limitation, the provisions of the Equity Backstop Agreement providing for a reduction in the aggregate Equity Backstop Premium under certain circumstances set forth therein).
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Equity Backstop Premium means the backstop premium payable to the Backstop Parties in consideration for the Backstop Commitment on the terms set forth in the Backstop and Direct Investment Agreement, to be paid in shares of New Preferred Stock.
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Equity Backstop Premium means a premium equal to 10% of the $20,000,000 of aggregate Equity Backstop Commitments, payable ratably to the Equity Backstop Parties in the form of New Common Equity, issued at the New Money Equity Price (as defined in the Restructuring Term Sheet).
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Examples of Equity Backstop Premium in a sentence

  • In addition to the Participation Equity associated with the Holdback Notes for which the Backstop Parties subscribe, the Lender Backstop Parties shall receive the Lender Equity Backstop Premium and the Senior Notes Backstop Parties shall receive the Senior Notes Equity Backstop Premium in exchange for their commitments as set forth in the Backstop Agreement.

  • Such amount of total shares will be calculated shortly prior to the Effective Date and will depend on the extent, if any, to which Equity Backstop Parties and/or Debt Backstop Parties elect to receive payment of the Equity Backstop Premium or Debt Backstop Premium, as applicable, in shares of New Common Equity.

  • Moreover, the payment of an 8% Equity Backstop Premium and payment of the Backstop Parties’ professional fees were likewise negotiated at length.

  • Persons in the class of grandchildren or close friends would not be entitled to notice, but would be subject to the duty to communicate with potential surrogates in the first five classes (spouse, domestic partner, children, parents, siblings).

  • The Debtors’ commitment to incur the Equity Backstop Premium was essential to inducing the Equity Backstop Parties to agree to fully backstop the Rights Offering in the aggregate amount of $750 million, which amount is required to make cash distributions at emergence from chapter 11 consistent with the PSA.

  • The offering, issuance, and distribution of any Securities, including the New Common Equity and the Rights, in exchange for Claims pursuant to Article III of the Plan or pursuant to the exercise of the Rights or pursuant to the Equity Backstop Premium and the Debt Backstop Premium, shall be exempt from, among other things, the registration requirements of Section 5 of the Securities Act pursuant to section 1145 of the Bankruptcy Code.

  • Based on these factors, I believe that the Equity Backstop Premium is reasonable and within the range of similar payments that have been approved in connection with rights offerings in comparable chapter 11 cases.3 Moreover, assuming a successful emergence from chapter 11, the Backstop Commitment Agreement provides that the Equity Backstop Premium is payable in the form of New Common Shares, thereby not negatively impacting the Debtors’ liquidity position at the time of emergence.30.

  • Where the Client is a legal entity, the Client shall notify NPWS in writing of any changes to the person/s associated with the entity including any person/s authorised to act on behalf of an entity.

  • In contrast, as noted above, the Equity Backstop Premium is equal to 8% of the total Rights Offering, but is actually equivalent to as much as 264% of the amount actually being backstopped.

  • Subject to, and in accordance with the Backstop and Direct Investment Agreement, as consideration for the Backstop Commitments, the Backstop Parties shall receive an Equity Backstop Premium, which will be payable on, and as a condition to, the Effective Date in New Preferred Stock equal to 4.5% of the Equity Rights Offering Amount, and shall have been fully earned as of the effective date of the Restructuring Support Agreement.

Related to Equity Backstop Premium

  • Issuance Amount means the aggregate Sales Price of the Shares to be sold by the Agent pursuant to any Issuance Notice.

  • Initial Term Loan Repayment Amount shall have the meaning provided in Section 2.5(b).

  • Prepayment Premium means, with respect to the Mortgage Loan, any prepayment premium, spread maintenance premium, yield maintenance premium or similar fee required to be paid in connection with a prepayment of the Mortgage Loan pursuant to the Mortgage Loan Documents, including any exit fee.

  • Extended Term Loan Repayment Amount shall have the meaning provided in Section 2.5(c).

  • Redemption Premium means (i) in the case of the Events of Default described in Section 4(a)(i) - (vi) and (ix) - (xii), 125% or (ii) in the case of the Events of Default described in Section 4(a)(vii) - (viii), 100%.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such, or such earlier date as a majority of the Board of Directors shall become aware of the existence of an Acquiring Person.

  • Make-Whole Redemption Margin means the margin specified as such in the relevant Final Terms.

  • Equity Commitment Letters has the meaning set forth in Section 6.6(a).

  • Prepayment Premium Period means the period during which, if a prepayment of principal occurs, a prepayment premium will be payable by Borrower to Lender. The Prepayment Premium Period is the period from and including the date of this Note until but not including the first day of the Window Period.

  • Maximum Incremental Facilities Amount means, at any date of determination, (a) the sum of (i) $500,000,000, plus (ii) an amount such that the Borrower is in Pro Forma Compliance with the Senior Secured Leverage Test (for the avoidance of doubt without netting any cash from the proceeds of any Indebtedness being incurred in reliance on such test and, if applicable, assuming the full amount of any New Revolving Credit Commitments are drawn), plus (iii) amounts used to incur Indebtedness the Net Cash Proceeds of which are substantially concurrently used to refinance or replace Revolving Credit Commitments and/or Term Loans (including any fees, accrued interest or other amounts owing in respect thereof), plus (iv) from and after the 2012 Extension Effective Date, the aggregate principal amount of 2014 Term Loans outstanding as of such date of determination, provided that such additional amounts pursuant to this clause (iv) are only available to the extent such amounts are used to incur Indebtedness the Net Cash Proceeds of which are substantially concurrently used to prepay 2014 Term Loans in accordance with Section 5.1 of this Agreement (such prepaid 2014 Term Loans, “Incremental Facility Prepaid 2014 Term Loans”) plus (v) the Dollar Equivalent principal amount of Term Loans (other than New Term Loans, Incremental Facility Prepaid 2014 Term Loans or Term Loans refinanced or replaced pursuant to clause (iii) above) voluntarily prepaid pursuant to Section 5.1 prior to such date, plus (vi) the amount of all Revolving Credit Commitments that have either been permanently reduced pursuant to Section 4.2 or have otherwise terminated in accordance with the terms of this Agreement after the 2012 Extension Effective Date (without duplication of the amounts incurred pursuant to clause (iii) above) minus (b) the sum of (i) the aggregate principal amount of New Loan Commitments incurred pursuant to Section 2.14(a) prior to such date and (ii) the aggregate principal amount of Permitted Other Indebtedness issued or incurred pursuant to Section 10.1(bb)(i)(a) prior to such date.