New Permian Corp definition

New Permian Corp means a newly formed Delaware corporation that, in accordance with the Restructuring Transactions shall, inter alia, be the issuer of the New Permian Corp. Shares pursuant to the Rights Offering and the Plan and shall purchase all of the New Permian LLC Equity from BBEP.
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New Permian Corp as defined in the Amended and Restated Backstop Commitment Agreement) having an aggregate exercise price of $465,000,000. An “Eligible Offeree” is a holder of an Allowed Unsecured Notes Claim, as defined in the Plan, as of [•], 2017 (the “Rights Offering Record Date”), and is also either (a) an “accredited investor” (an “AI”) within the meaning of Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) or an entity in which all of the equity investors are AIs, or (b) a non-U.S. Person, as defined under Regulation S under the Securities Act.
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New Permian Corp as defined in the Amended and Restated Backstop Commitment Agreement) having an aggregate exercise price of $465,000,000. An “Eligible Offeree” is a holder of an Allowed Unsecured Notes Claim, as defined in the Plan, as of [•]November 29, 8.625% SENIOR NOTES DUE 2020AND/OR 7.875% SENIOR NOTES DUE 2022 2017 (the “Rights Offering Record Date”), and is also either (a) an “accredited investor” (an “AI”) within the meaning of Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) or an entity in which all of the equity investors are AIs, or (b) a non-U.S. Person, as defined under Regulation S under the Securities Act.
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Examples of New Permian Corp in a sentence

  • Except to the extent that a holder of an Allowed Ongoing Trade Claim of New Permian Corp.

  • If approved by the Requisite Commitment Parties, New Permian Corp.

  • If the Bankruptcy Court estimates any contingent Claim, unliquidated Claim or Disputed Claim, that estimated amount shall constitute the maximum limitation on such Claim, and the Debtors or the Reorganized Debtors (other than New Permian Corp.

  • Shares issued pursuant to the Plan, but are subject to dilution from any New Permian Corp.

  • Shares pursuant to the Rights Offering and to the Backstop Parties under the Backstop Commitment Agreement (including the New Permian Corp.

  • Pursuant to section 1123(a)(6) of the Bankruptcy Code, the New Permian Corp.

  • All such obligations shall be deemed and treated as executory contracts that are assumed by the Debtors under this Plan and shall continue as obligations of the Reorganized Debtors (other than New Permian Corp.

  • To the extent that a Cure Amount relates to a contract that (A) will benefit New Permian Corp.

  • Shares to be held through the facilities of the DTC, New Permian Corp.

  • None of the Reorganized Debtors will amend and/or restate their respective governance documents before or after the Effective Date to terminate or adversely affect any obligations to provide such indemnification rights or such directors’, officers’, employees’, or agents’ indemnification rights and New Permian Corp.

Related to New Permian Corp

  • Acquisition Corp. shall have the meaning given to such term in the preamble to this Agreement.

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

  • MergerSub has the meaning set forth in the preamble hereto.

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

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

  • CCA means the Connecting Care Act, 2019, and the regulations under it, as it and they may be amended from time to time;

  • Blocker means an employee engaged in one or more of the following operations in a Millinery Sector establishment:

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Holdco has the meaning set forth in the Preamble.

  • Crown means the government of the United Kingdom (including the Northern Ireland Assembly and Executive Committee, the Scottish Executive and the National Assembly for Wales), including, but not limited to, government ministers and government departments and particular bodies, persons, commissions or agencies from time to time carrying out functions on its behalf;

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Non-Core Assets means: (1) all intangible present and possible future authorizations, rights, interests and other intangible assets related to all “western” DBS orbital locations other than the 148 degree orbital slot (as the term “western” is used by the FCC) held by the Company and/or any of its Subsidiaries at any time; (2) all intangible present and possible future authorizations, rights, interests and other intangible assets related to the fixed satellite service in the Ku-band, extended Ku-band, Ka-band and C-band held by the Company and/or any of its Subsidiaries at any time; (3) all present and possible future intangible authorizations, rights, interests and other intangible assets related to any mobile satellite service held by the Company and/or any of its Subsidiaries at any time; (4) all present and possible future intangible authorizations, rights, interests and other intangible assets related to local multi-point distribution service; and (5) any Subsidiary of the Company the assets of which consist solely of (i) any combination of the foregoing and (ii) other assets to the extent permitted under the provision described under the second paragraph of Section 4.19 of this Indenture.

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

  • Subco means 0961994 B.C. Ltd., a company existing under the laws of the Province of British Columbia;

  • Corporation/ Corpn./ Department means the Central Warehousing Corporation.

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

  • Holdings LLC Agreement means the Third Amended and Restated Limited Liability Company Agreement of Holdings, dated on or about the date hereof, as such agreement may be amended from time to time.

  • Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Plan of Merger has the meaning set forth in Section 2.2.

  • EBS means Electronic Bid Submission.

  • Company LLC Agreement means the Limited Liability Company Agreement of the Company, dated as of October 23, 2006, as amended or restated from time to time.

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

  • Parent Organizational Documents means the certificate of incorporation and bylaws, each as amended as of the date of this Agreement, of each of Parent and Merger Sub.