Parent Restructuring definition

Parent Restructuring means the balance sheet restructuring of the Parent and certain of the Parent’s Subsidiaries in the Chapter 11 Cases.
Parent Restructuring shall have the meaning specified in the Share Exchange Agreement.
Parent Restructuring means the transactions described in Section 10.5(rr) of the Parent Disclosure Schedule.

Examples of Parent Restructuring in a sentence

  • Upon confirmation of the Parent Restructuring Plan, either of the Parent Restructuring Plan or the order confirming it shall fail to provide in form and substance reasonably acceptable to the Administrative Agent for the terms and obligations of the Parent Guaranty, the Shareholder Undertaking and the Subordination Agreements to be undertaken by the Parent or a Successor Guarantor.

  • Immediately following the -------------------- Effective Time, Parent shall have consummated a restructuring, pursuant to which it shall have transferred all of its non-cash assets and liabilities to a newly- formed, wholly-owned subsidiary, incorporated in the State of Delaware solely for this purpose and which holds no other assets or liabilities at that time ("Parent Restructuring").

  • Other Definitional and Interpretative Provisions 19 ARTICLE 2 The Parent Restructuring, Founders Cash Contribution and the Mergers Section 2.01.

  • Notwithstanding anything in this Amendment to the contrary, this Amendment shall only become effective on the earlier to occur of (i) the Amendment No. 2 Closing Date (as such term is defined in each Credit Agreement Amendment Agreement) and (ii) the Parent Restructuring Effective Date (as such term is defined in each Credit Agreement Amendment Agreement) (the “Parent Guaranty Amendment Effective Date”).

  • The Parent and Borrower may enter into and take all necessary steps to implement the Parent Restructuring Plan, including, without limitation, the execution, delivery and performance of the Exchange Agreement and the Transaction Documents referred to therein, provided that such Parent Restructuring Plan specifies that a liquidation preference on the Series F Preferred Stock may not be paid until all the Borrower's Obligations under the Credit Agreement have been paid in full.

  • The parties will discuss in good faith any proposed amendments or modifications to the Parent Restructuring Plan to further effectuate the separation of the businesses of the Company Group Entities from any other business of Parent or its Affiliates.

  • During the Pre-Closing Period, Parent shall consummate the Parent Restructuring, which shall be effective immediately prior to the Closing, in accordance with applicable Legal Requirements.

  • The Parent Restructuring shall have been completed to the satisfaction of the Company and the Tellenger Sale shall have been consummated pursuant to the Stock Purchase Agreement that is satisfactory to the Company.

  • The execution and delivery of this Agreement by Paxxxx xnd Mexxxx Xub and the consummation by Paxxxx xnd Mexxxx Xub of the Transactions and the Parent Restructuring have been duly authorized by all necessary entity action on the part of each of Parent and Merger Sub.

  • This Transaction consists of a proposed disaggregation of PG&E's utility assets and transfer of certain of those assets to subsidiaries of PG&E that would then be distributed to Parent ("Restructuring") and the subsequent spin-off ("Spin-Off") of the reorganized PG&E ("Reorganized PG&E").


More Definitions of Parent Restructuring

Parent Restructuring has the meaning set forth in the Recitals.
Parent Restructuring means the restructuring effected by Parent and its Affiliates pursuant to the steps set forth on Schedule C hereto, as the same may be modified in accordance with the Tax Matters Agreement.
Parent Restructuring means the restructuring to be completed by the Parent prior to Closing, including the completion of a consolidation of the Parent Shares on the basis determined by the Parent Board and the adoption of the Parent Equity Incentive Plan.
Parent Restructuring means a transaction or series of transactions resulting in the divestiture in one or more transactions of all of the assets and liabilities of Parent into Tellenger except for Parent Net Cash.
Parent Restructuring has the meaning set forth in Article 2.

Related to Parent Restructuring

  • Equity Restructuring means a nonreciprocal transaction between the Company and its stockholders, such as a stock dividend, stock split, spin-off, rights offering or recapitalization through a large, nonrecurring cash dividend, that affects the number or kind of Shares (or other securities of the Company) or the share price of Common Stock (or other securities) and causes a change in the per-share value of the Common Stock underlying outstanding Awards.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Restructuring Support Agreement has the meaning set forth in the Recitals.

  • Merger Agreement has the meaning set forth in the Recitals.