New Capital Stock definition

New Capital Stock means the New Common BYBI Equity Interests and the New Preferred BYBI Equity Interests.

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New Capital Stock means any Savvis Stock or securities exchangeable, convertible or exercisable into shares of Savvis Stock whether or not authorized on the date hereof; provided, however, that "New Capital Stock" shall not include the following: (i) shares of Savvis Stock outstanding on the date hereof; (ii) shares of Preferred Stock (whether or not issued pursuant to the Purchase Agreement); (iii) Covered Common Shares; (iv) capital stock issued to officers, directors or employees of, or consultants to, Savvis pursuant to a stock grant, option plan or purchase plan or other stock incentive program, including without limitation sales of shares to such Persons pursuant to restricted stock purchase agreements approved by the Board of Directors of the Savvis; (v) capital stock issued as a dividend or distribution on capital stock or in connection with any stock split, stock dividend or similar transaction; (vi) capital stock issued in a firm-commitment underwritten public offering pursuant to a registration statement filed under the Securities Act; and (vii) securities issued pursuant to business combination transactions or the acquisition of technology or other assets of other businesses approved by the Board of Directors.

Examples of New Capital Stock in a sentence

In the event Savvis has not sold all offered New Capital Stock within such 90 day period (or sold and issued New Capital Stock in accordance with the foregoing within 45 days from the date of such agreement) Savvis shall not thereafter issue or sell any New Capital Stock, without first offering a portion of such New Capital Stock to the Eligible Investors in the manner provided above in this Section 7.
Such Eligible Investor shall have 20 business days after issuance of the Preemptive Right Notice to agree to purchase all or any portion of its Pro Rata Share of such amount of New Capital Stock at the price and upon the terms specified in the notice (which terms shall be no less favorable than those offered to any third party purchaser) by giving written notice to Savvis and stating therein the quantity of New Capital Stock to be purchased.
Such notice shall constitute an agreement of such Eligible Stockholder to purchase the amount of New Capital Stock so specified upon the price and other terms set forth in the Company's notice to it.
To the maximum extent provided by section 1145 of the Bankruptcy Code and applicable non-bankruptcy law, the issuance under the Plan of the New Capital Stock will be exempt from registration under the Securities Act of 1933, as amended, and all rules and regulations promulgated thereunder and the Reorganized Debtors will not be subject to the reporting requirements of the Securities Exchange Act of 1934.
On the Effective Date, Reorganized Holdings shall issue the New Capital Stock and the New Warrants.
As of the Effective Date, Reorganized Holdings shall establish the Management Incentive Plan, which will provide for 5% of the New Capital Stock (in addition to the 5% of New Capital Stock being issued on the Effective Date as described in section 5.4 above) to be available for issuance to the officers and key employees of the Reorganized Debtors and their affiliates as determined by the New Board of Reorganized Holdings after the Effective Date.
In the case of distributions with respect to any Senior Subordinated Note Claim pursuant to this Plan, the fair market value of any New Capital Stock received by the holder of such Claim will be allocable first to the principal amount of such Claim (as determined for federal income tax purposes) and then, to the extent of any excess, the remainder of the Claim.
Except as otherwise specified in this Section 3(c), the issuance of New Capital Stock or New Convertible Notes, as applicable, pursuant to this Section 3(c) shall be upon and subject to the same terms and conditions applicable to the New Capital Stock or New Convertible Notes sold in such Financing, as applicable.
Such notice shall constitute an agreement of such Purchaser to purchase the amount of New Capital Stock so specified upon the price and other terms set forth in the Company's notice to it.
The Company covenants that all shares of Common Stock, Capital Stock or New Capital Stock, as applicable, issued upon conversion of this Note will, upon issuance, be fully paid and non-assessable and free from all taxes, liens and charges caused or created by the Company with respect to the issue thereof.

More Definitions of New Capital Stock

New Capital Stock means shares of Common Stock, Preferred Stock or other equity securities of the Company (including Rights) which the Company proposes to offer, issue or sell following the Closing; provided, however, that -------- ------- the following shall be excluded from the definition of "New Capital Stock": (i) shares of Series B Common Stock issuable upon conversion of shares of Series T Preferred, shares of Series A Common Stock issued or issuable upon conversion of shares of Series B Common Stock, Series K Common Stock, Series AM Preferred, Series AT Preferred, Series AX Preferred or Series C Preferred, or shares of Series K Common Stock issued or issuable upon the conversion of shares of Series K Preferred, or any other securities issuable upon conversion or exercise of Rights of the Company outstanding as of the Closing; (ii) securities to be issued pursuant to any public offering by the Company registered with the SEC or any other Federal agency at the time administering the Securities Act or the Securities Exchange Act of 1934, as amended; (iii) securities to be issued in accordance with the Restated Certificate, the Certificate of Amendment, the Certificate of Designation and the Restated Bylaws (each as amended to the date in question) pursuant to any incentive stock or other plan or agreement of the Company for the benefit of its employees, directors or consultants, including any securities issuable pursuant to the exercise of any Rights issued pursuant to such plans or agreements; (iv) securities to be issued by the Company in connection with an acquisition (including, without limitation, by way of merger, consolidation or binding share exchange) by the Company of the capital stock, other equity interests or assets of another Person in a transaction pursuant to which all or part of the consideration payable in connection with such acquisition consists of securities of the Company or Rights to acquire securities of the Company; (v) securities to be issued by the Company in exchange for the receipt of equity interests in another entity in connection with a joint venture or other business combination; (vi) securities to be issued upon any exercise or conversion of Rights the issuance of which was subject to or exempt from the preemptive rights set forth in this Section 8; (vii) securities issued by the Company in connection with any stock split, stock dividend, reverse stock split, recapitalization or the like occurring after the Closing; or (viii) securities...

New Capital Stock means (i) the Series B Preferred Stock, par value $0.01 per share, of the Company (the "Series B Preferred Stock") issued by the Company in exchange for the Old Senior Subordinated Notes, whether issued pursuant to the Exchange Offer or issued subsequent thereto, together with any Capital Stock of the Company issued in respect of the Series B Preferred Stock upon conversion of the Series B Preferred Stock, and (ii) the Series B Preferred Stock and any other Capital Stock of the Company issued upon exercise of the New Warrants.

New Capital Stock means the shares of common stock of Reorganized Holdings authorized for issuance in accordance with the terms hereof on the Effective Date and contributed as a capital contribution to, and distributed on behalf of, Reorganized Panolam.

New Capital Stock means any shares of capital stock of the Corporation or any of its subsidiaries or securities exchangeable, convertible or exercisable into shares of capital stock of the Corporation or any of its subsidiaries whether or not authorized on the date hereof; provided, however, that “New Capital Stock” shall not include the following: (i) Series B Senior Convertible Preferred Stock issued pursuant to the option set forth in paragraph 4.7.9; (ii) Common Stock issued pursuant to the conversion of Convertible Preference Stock, Senior Convertible Preferred Stock or options to acquire Common Stock, in each case outstanding on the Original Issuance Date, and Common Stock issued upon conversion of the Series B Senior Convertible Preferred Stock; (iii) Common Stock and securities exercisable, exchangeable or convertible into Common Stock, issued to officers, directors or employees of, or consultants to, the Corporation or its subsidiaries pursuant to any incentive compensation plan approved by the Board of Directors of the Corporation; (iv) capital stock issued as a dividend or distribution on capital stock or in connection with any stock split, stock dividend or similar transaction; (v) capital stock issued to the Corporation or any wholly-owned subsidiary of the Corporation; (vi) capital stock issued by entities that are special purpose vehicles of the collateral debt obligations originated by the Corporation and its subsidiaries; and (vii) capital stock issued in a Qualified Public Offering.

New Capital Stock means the Class A Common Shares, the Class B Common Shares, the Class C Common Shares, the Class D Common Shares, the Preferred Shares, and, where applicable, the Warrants, all as authorized to be issued pursuant to this Plan and the Amended Organizational Documents.