Note Rights Offering definition

Note Rights Offering means, the offering to purchase up to $119.4 million in aggregate principal amount of the New Secured Notes offered on a Pro Rata basis to holders of Allowed Claims in Class B3, Class D3, and Class F3 in accordance with the Rights Offering Procedures and the Investment Agreement.
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Examples of Note Rights Offering in a sentence

  • The Debtors shall consult with the Committee and the Required Consenting Parties to ensure that holders of General Unsecured Claims participate in the Note Rights Offering and Equity Rights Offering in accordance with Article III of the Plan.

  • On the Effective Date, the Debtors shall consummate the Equity Rights Offering and the Note Rights Offering in accordance with the Rights Offering Procedures.

  • Parties will execute a backstop commitment agreement (the “Backstop Commitment Agreement”) whereby they will agree to fully backstop the Senior Notes Rights Offering and purchase any unsubscribed Senior Note Rights Offering Shares in exchange for an aggregate backstop fee payable in 1 See Exhibit A.

  • If you purchase a General Unsecured Claim held by Commitment Party at the time such party executed the restructuring support agreement, you may not be entitled to participate in the Note Rights Offering, Equity Rights Offering, or cash distribution available to holders of General Unsecured Claims in Classes B3, D3, and F3.

  • The Rights Offering Procedures and all related forms, agreements, and notices (which may be amended so that the final form is reasonably acceptable to the Committee and the Required Commitment Parties) are hereby approved and the consummation of the Equity Rights Offering and Note Rights Offering shall be deemed a reasonable exercise of the Debtors’ business judgment.

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  • Note Backstop Parties will execute a backstop commitment agreement (the “have executed the Backstop Commitment Agreement”) whereby they will agreehave agreed to fully backstop the Senior Notes Rights Offering and purchase any unsubscribed Senior Note Rights Offering Shares in exchange for an aggregate backstop fee payable in fully-diluted New Equity Interests in an amount equal to 6% of the Senior Note Rights Offering Shares (the “Backstop Fee”).

  • The Senior Note Rights Offering Shares equal 56.684.8% of the New Equity Interests, subject to dilution by the GUC Rights Offering, Warrant Equity and the Management Incentive Plan., and the New Equity Interests issued to Encana.

  • The amount of such Cash distribution is the product of extensive arm’s length negotiations among the Debtors and the Committee intended to provide non-discriminatory treatment to holders of General Unsecured Claims that are not Note Eligible Holders and/or Equity Eligible Holders and compensates for the value of the Note Rights and/or Equity Rights that such holders would have received, if eligible to participate in the Note Rights Offering and/or Equity Rights Offering.

  • Subject to the terms of the Plan and Definitive Documentation, the Debtors are hereby authorized to take any and all actions necessary to consummate the Equity Rights Offering and Note Rights Offering in accordance with the Rights Offering Procedures, including mailing any required form, agreements or notices to applicable holders of Claims and Interests.

Related to Note Rights Offering

  • Rights Offering has the meaning set forth in Section 4.1(b);

  • Rights Offering Shares means, collectively, the shares of New Common Stock issued in the Rights Offering.

  • Rights Offering Amount means $300,000,000.

  • Rights Offering Participants means those Persons who duly subscribe for Rights Offering Shares in accordance with the Rights Offering Procedures.

  • Rights Offering Procedures means the procedures with respect to the Rights Offering that are approved by the Bankruptcy Court pursuant to the Disclosure Statement Order and shall be in form and substance reasonably acceptable to the Debtors and the Required Backstop Parties.

  • Exchange Rights means any rights granted to limited partners of Simon Property Group, L.P., a Delaware limited partnership (including pursuant to an Exchange Rights Agreement) to exchange (subject to the Ownership Limit) limited partnership interests in such Partnership for shares of Capital Stock or cash at the option of the Corporation.

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

  • Net Offering Proceeds means the proceeds received from (a) the issuance of any Capital Stock or (b) the incurrence of any Indebtedness, in each case net of the actual liabilities for reasonably anticipated cash taxes in connection with such issuance or incurrence, if any, any underwriting, brokerage and other customary selling commissions incurred in connection with such issuance or incurrence, and legal, advisory and other fees and expenses, including title and recording tax expenses, if any, incurred in connection with such issuance or incurrence.

  • Offering Shares means the Class A Shares sold in the Offering, whether such Class A Shares were purchased in the Offering or in the secondary market following the Offering and whether or not such holders are affiliates of the Sponsor.

  • Registration Rights means the rights of the Holders to cause the Company to Register Registrable Securities pursuant to this Agreement.

  • Automatic Exchange Rights means the benefit of the obligation of Parent to effect the automatic exchange of Parent Common Shares for Exchangeable Shares pursuant to Section 5.13.

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Company or any of its direct or indirect parent companies (excluding Disqualified Stock), other than:

  • Exchange Right has the meaning ascribed thereto in Section 5.1;

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • Lock-Up Securities shall have the meaning set forth in Section 4.1.

  • Subscription Rights means the subscription rights to purchase Rights Offering Shares.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

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

  • Conversion Securities has the meaning set forth in Section 4.08(b).

  • Registration Deadline means, for purposes of the Registration Statement required pursuant to Section 2(a)(i), the earlier of (i) the date that is seventy-five (75) days after the date that the applicable Registration Statement is actually filed or (ii) the date that is seventy-five (75) days after the applicable Filing Deadline and, with respect to any Registration Statement required pursuant to Section 2(a)(ii), the Additional Registration Deadline.

  • Call Rights As defined in Section 9.01(f).

  • Stock Purchase Rights means any warrants, options or other rights to subscribe for, purchase or otherwise acquire any shares of Common Stock or any Convertible Securities.

  • Class B Warrants means the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to 5 years, in the form of Exhibit C attached hereto.

  • Exchange Debentures has the meaning set forth in Section 2(a) hereof.

  • Subscription Offering means the offering of the Conversion Stock to Participants.