EV NewCo Parent definition

EV NewCo Parent means the new Delaware corporation that, on the Effective Date, will become the ultimate parent of EV NewCo Acquisition pursuant to the Restructuring Transactions.

Examples of EV NewCo Parent in a sentence

  • The issuance of the New Common Stock, including the MIP Shares and the New Warrant Equity, and the New Warrants shall be authorized without the need for any further corporate action and without any further action by the Debtors, the Reorganized Debtors or EV NewCo Parent, or by holders of Allowed Senior Notes Claims or Allowed Interests.

  • On or as reasonably practicable after the Effective Date, EV NewCo Parent shall issue and distribute the New Common Stock and the New Warrants, to holders of Allowed Senior Notes Claims and Allowed Interests entitled to receive New Common Stock and New Warrants, pursuant to the Plan.

  • All New Common Stock issued under the Plan, including the New Warrant Equity, shall be duly authorized, validly issued, fully paid, and non-assessable, and the holders of the New Warrants shall be deemed to be a party to, and bound by, the terms of the New Warrant Agreement (solely in their capacity as warrant holders of EV NewCo Parent), without further action or signature.

  • The initial New Board shall have five to seven members, consisting of: (1) the Chief Executive Officer of EV NewCo Parent; and (2) four to six directors designated by the Required Consenting Noteholders.

  • More specifically, assuming that the nuclear isomers are concentrated along the center of the fiber and the X rays are generated around the fiber, the radiation power density at the isomers is inversely proportional to the radius of the (cylindrical) emitting surface.

  • EV NewCo Parent will use its reasonable best efforts to obtain a listing of the New Common Stock on the OTC Pink Market on the Effective Date; if such listing is not obtained, EV NewCo Parent will use its best efforts to obtain a listing on the OTC Pink Market as soon as possible thereafter.

  • New Common Stock and New WarrantsOn or as reasonably practicable after the Effective Date, EV NewCo Parent shall issue and distribute the New Common Stock and the New Warrants, to holders of Allowed Senior Notes Claims and Allowed Interests entitled to receive New Common Stock and New Warrants, pursuant to the Plan.

  • All New Common Stock issued under the Plan, including the New Warrant Equity, shall be duly authorized, validly issued, fully paid, and non-assessable, and the holders of the New Warrants shall be deemed to be a party to, and bound by, the terms of the New Warrant Agreement (solely in their capacity as warrant holders of EV NewCo Parent) without further action or signature.

  • On the Effective Date, the Employment Agreements shall be amended to provide that EV NewCo Parent will be the counterparty to such agreements, and shall contain any other amendments that are acceptable to the Debtors, the Required Consenting Noteholders and the applicable employee that may be required to account for the new corporate structure of the Reorganized Debtors and the other terms of the Plan.

  • If such listing is not obtained, EV NewCo Parent will use its best efforts to obtain a listing on the OTC Pink Market as soon as possible thereafter.

Related to EV NewCo Parent

  • In loco parentis means relating to the responsibility to undertake the care and control of another person in the absence of:

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • SpinCo shall have the meaning set forth in the Preamble.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • lone parent means a person who has no partner and who is responsible for and a member of the same household as a child or young person;

  • Holdco has the meaning set forth in the Preamble.

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • MergerSub has the meaning set forth in the Preamble.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • CBC means the Collective Bargaining Committee

  • Merger Sub has the meaning set forth in the Preamble.

  • Parent Subsidiary means any Subsidiary of Parent.

  • Natural parent means a minor's biological or adoptive parent, and includes the minor's noncustodial parent.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • OpCo has the meaning set forth in the Preamble.

  • ITC (this Section2 of the RFP) means the Instructions to Consultants that provides the Consultants with all information needed to prepare their Proposals.

  • Retained Subsidiaries means all Subsidiaries of Sellers and their respective direct and indirect Subsidiaries, as of the Closing Date, other than the Purchased Subsidiaries.

  • MLP has the meaning given such term in the introduction to this Agreement.

  • AcquisitionCo means Diebold Holding Germany Incorporated & Co. KGaA a German partnership limited by shares (Kommanditgesellschaft auf Aktien - KGaA) that is a Wholly Owned Restricted Subsidiary of the Company and whose general partner is the Company.

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Seller Parent has the meaning set forth in the Preamble.

  • Ultimate Parent means a Company, which owns not less than fifty-one percent (51%) equity either directly or indirectly in the Parent and Affiliates.