Jones Act Warrants definition

Jones Act Warrants means, collectively, the Rights Offering Warrants and warrants to be distributed under the Plan on account of allowed Unsecured Notes Claims, which will be distributed in lieu of Common Shares on account of such claims for Jones Act Compliance. For the avoidance of doubt, the Jones Act Warrants do not include the Equity Class Warrants.
Jones Act Warrants means warrants to purchase a number of shares of Common Stock, which warrants shall have the terms set forth in and as governed by the Jones Act Warrant Agreement. In accordance with the terms of the Jones Act Warrant Agreement, a holder of Jones Act Warrants (or its proposed or purported transferee) who cannot establish to the satisfaction of the Corporation that it is a U.S. Citizen shall not be permitted to exercise its Jones Act Warrants to the extent the receipt of the Common Stock upon exercise thereof would cause such shares of Common Stock to constitute Excess Shares if they were issued. Holders of Jones Act Warrants, as such, shall not have any rights or privileges of stockholders of the Corporation, including, without limitation, any rights to vote, to receive dividends or distributions, to exercise any preemptive rights, or to receive notices, in each case, as stockholders of the Corporation, until they exercise their Jones Act Warrants and receive shares of Common Stock.
Jones Act Warrants means warrants to purchase a number of shares of Common Stock, which warrants shall have the terms set forth in and as governed by the Jones Act Warrant Agreement.

Examples of Jones Act Warrants in a sentence

  • Further, the buyer of the New Equity, New Jones Act Warrants, and New Creditor Warrants will be required to withhold a tax equal to 15 percent of the amount realized on the sale.

  • A full understanding of the importance of quality standards in service delivery that will meet reasonable customer needs and provide best value and continuous service improvement.

  • Each holder shall indemnify the Corporation and its Affiliates (as defined in the Securityholders Agreement) for, and hold harmless the Corporation and its Affiliates from and against, any and all withholding tax, including penalties and interest, payable by or assessed against the Corporation or any of its Affiliates in respect of the Common Stock, Jones Act Warrants, Anti-Dilution Warrants or Demand Notes held by such holder.

  • Additionally, the New Jones Act Warrants will be subject to restrictions contained in Reorganized Hornbeck’s new certificate of incorporation, which will prohibit the exercise of such warrants where such exercise would cause the total number of shares held by Non-U.S. Citizens to exceed 24%.

  • A U.S. Holder’s aggregate tax basis in the New Equity and/or New Jones Act Warrants will equal the sum of (i) the amount of Cash paid by theU.S. Holder to exercise its New Creditor Warrants plus (ii) such U.S. Holder’s tax basis in its New Creditor Warrants immediately before the New Creditor Warrants are exercised.

  • The GLF Jones Act Warrants were issued by GulfMark pursuant to a warrant agreement, dated as of November 14, 2017, between GulfMark and American Stock Transfer & Trust Company, LLC, as warrant agent, which will be amended and assumed by the Company effective upon the closing of the business combination (as amended, the “GLF Jones Act Warrant Agreement”).

  • An Eligible U.S. Holder of a First Lien Claim who is subject to this treatment should recognize gain or loss equal to the difference between (i) the sum of(A) the issue price of the Exit Second Lien Facility (as further discussed below) and (B) the total fair market value of the New Equity, New Jones Act Warrants and First Lien Subscription Rights received in exchange for its First Lien Claim and (ii) the U.S. Holder’s adjusted tax basis in its First Lien Claim.

  • For U.S. Holders electing to exercise their Subscription Rights, such a U.S. Holder will be treated as purchasing, in exchange for its applicable Subscription Rights and the amount of Cash funded by the U.S. Holder to exercise its applicable Subscription Rights, the New Equity and/or New Jones Act Warrants it is entitled to pursuant to the terms of the exercised Subscription Rights.

  • Pursuant to the Plan, in exchange for full and final satisfaction, compromise, settlement, release and discharge of the First Lien Claims, each Eligible Holder thereof will receive as Consideration, as applicable, its pro rata share of: (a) New Equity and/or New Jones Act Warrants, (b) the Exit Second Lien Facility, (c) the First Lien Subscription Rights, and (d) with respect to certain Holders, the Specified 2L Exit Fee.

  • A U.S. Holder’s holding period for the New Equity and/or New Jones Act Warrants received pursuant to the exercise of the New Creditor Warrants should begin on the day following the exercise date.


More Definitions of Jones Act Warrants

Jones Act Warrants means Warrants, as defined in that certain Jones Act Warrant Agreement, dated as of September 4, 2020, by and between Hornbeck Offshore Services, Inc. and American Stock Transfer & Trust Company.
Jones Act Warrants means those certain warrants to be issued in lieu of Common Shares with terms reasonably acceptable, in form and substance, to the Debtor and the Requisite Noteholders.

Related to Jones Act Warrants

  • Placement Warrants shall have the meaning given in the Recitals hereto.

  • Parent Warrants has the meaning set forth in Section 5.3(a).

  • Private Placement Warrants shall have the meaning given in the Recitals hereto.

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • Private Warrants means the Warrants the Investors are privately purchasing simultaneously with the consummation of the Company’s initial public offering.

  • Common Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Common Warrants shall be exercisable immediately upon issuance and have a term of exercise equal to five (5) years from the initial exercise date, in substantially the form of Exhibit A attached hereto.

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Purchaser Securities means the Purchaser Units, the Purchaser Common Stock, the Purchaser Preferred Stock and the Purchaser Warrants, collectively.

  • Applicable Securities Laws means the applicable securities legislation of each relevant province and territory of Canada, as amended from time to time, the rules, regulations and forms made or promulgated under any such statute and the published national instruments, multilateral instruments, policies, bulletins and notices of the securities commission and similar regulatory authority of each province and territory of Canada.

  • Applicable Securities Law means (i) with respect to any offering of securities in the United States of America, or any other act or omission within that jurisdiction, the securities law of the United States, including the Exchange Act and the Securities Act, and any applicable law of any State of the United States, and (ii) with respect to any offering of securities in any jurisdiction other than the United States of America, or any related act or omission in that jurisdiction, the applicable laws of that jurisdiction.