Examples of New Holdco 1 in a sentence
On the Effective Date, as set forth below, New Holdco 1 will receive New River Business Holding Company Common Stock on account of the Sparrow River Investment in accordance with the Investment Agreement and, in the case of Parent-Excluded Plan, an entity designated by New Holdco 1 will receive the New Cornamusa Common Stock.
Supplemental Proposed Transactions As part of a single plan, the taxpayers propose to transfer Company 2 to New Holdco 1, so that New Holdco 1 will wholly own, directly or indirectly, each of Controlled, Company 1, and Company 2 (including the Interim Contributions described immediately below, the “Phase II Combination,” and together with the Phase I Combination, the “Combination”).
On Date b and Date c, as part of a single plan, the taxpayers completed a series of transactions (collectively, and including the acquisition of stock by LP 5 described immediately below, the “Phase I Combination”) that resulted in Controlled and Company 1 being transferred below a chain of new holding companies, the common parent of which is New Holdco 1.
Immediately after the Phase I Combination, New Holding LP owned r%, and the former shareholders of Controlled owned s%, of the stock of New Holdco 1.
The stock of New Holdco 1 received by New Holding LP in the Interim Contributions will reduce correlatively the amount of stock of New Holdco 1 that New Holding LP will receive on the contribution of Company 2.
LP 5 owned the remaining t% of the stock of New Holdco 1, which it acquired from New Holdco 1 for cash.
Prior to the closing of the Phase II Combination, Company 2 has distributed $u of its excess cash flow to New Holding LP; New Holding LP has contributed that cash to New Holdco 1 (the “Interim Contributions”) in exchange for voting common stock of New Holdco 1.
In order to effect the Phase II Combination, New Holding LP will transfer to New Holdco 1 all of the stock of Company 2 solely in exchange for additional voting common stock of New Holdco 1.
In exchange for the consideration provided under the Parent-Excluded Plan, on the Effective Date, New Holdco 1 shall receive 100% of the shares of New River Business Holding Company Common Stock and Princely International Finance Corp.
For the avoidance of doubt, the Debtors have not made, and will not make, an offer of any of the New River Business Holding Company Common Stock and the New Cornamusa Common Stock to New Holdco 1 (or its designee).