New GMR Common Stock definition

New GMR Common Stock means the shares of common stock of Reorganized GMR authorized and issued pursuant to the Plan and the New GMR Charter, including upon exercise of the New GMR Warrants and the shares issuable under the Equity Incentive Program.

Examples of New GMR Common Stock in a sentence

• The issuance of the New GMR Common Stock by Reorganized GMR is authorized without the need for any further corporate action and without any further action by any holder of a Claim or Equity Interest.

• Subject to the terms of the Equity Incentive Program, 10% of the shares of the New GMR Common Stock, or such other amount as agreed to between the Debtors and the Oaktree Plan Sponsors, on a fully-diluted basis will be available for award to eligible employees, directors or officers of the Reorganized Debtors.

• The form of award, amount, allocation and vesting schedule of such New GMR Common Stock pursuant to such Equity Incentive Program will be (i) mutually agreed upon in writing by the Oaktree Plan Sponsors and GMR and set forth in the Plan Supplement or (ii) to the extent not mutually determined in accordance with the preceding sub-clause (i) as of the date the Plan Supplement is first filed with the Court, as determined by the New Board after the Effective Date.

• The issuance of the New GMR Common Stock and the New GMR Warrants by Reorganized GMR are authorized without the need for any further corporate action or without any further action by the Debtors or Reorganized GMR, as applicable.

• All New GMR Common Stock distributed under the Plan to holders of Class 7 Claims will be issued in book-entry form, and DTC or its nominee will be the holder of record of New GMR Common Stock.

• The New GMR Common Stock issued under the Plan to OCM, the Oaktree Plan Sponsors, the Non-Oaktree Plan Sponsors and each of their respective affiliates and designees that own the New GMR Common Stock will be in the form of registered stock certificates and will bear a legend indicating that transfer may be restricted under federal and state securities laws.

• New GMR Common Stock issuable upon exercise of such New GMR Warrants will be issued in book-entry form and held through DTC.

• The Reorganized Debtors shall pay, or cause to be paid, out of any dividends paid on account of New GMR Common Stock or New GMR Warrants held in the Unsecured Creditor Distribution Escrow Account, any tax imposed on the Unsecured Creditor Distribution Escrow Account by any Governmental Unit with respect to income generated by New GMR Common Stock and New GMR Warrants held in the Unsecured Claims Reserve and any costs associated with maintaining the Unsecured Claims Reserve.

• To receive distributions of New GMR Common Stock, holders of Class 7 Claims will be required to designate a direct or indirect participant in DTC with whom such holder has an account into which such New GMR Common Stock may be deposited.

• Upon a transfer of the New GMR Common Stock by OCM, the Oaktree Plan Sponsors, and each of their respective affiliates or designees who own the New GMR Common Stock of all or substantially all of their owned New GMR Common Stock on an aggregate basis, each other holder of the New GMR Common Stock who holds such shares on account of an Allowed Class 7 General Unsecured Claim against the Guarantor Debtors shall have customary tag-along rights based on the actual number of shares owned by such holder.