Permitted Replacement Shares definition

Permitted Replacement Shares means New Common Stock that is sold for cash proceeds immediately payable to the Company (net of all underwriting and other discounts, fees, and related consideration) of not less than $10.50 per share of New Common Stock; provided, that Permitted Replacement Shares shall not include any New Common Stock sold to any of the Initial Investors or their Affiliates.
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Permitted Replacement Shares means shares of New Common Stock, or notes mandatorily convertible into or exchangeable for shares of New Common Stock, that are sold for cash proceeds immediately payable to the Company (net of all underwriting and other discounts, fees, and related consideration) of not less than $10.50 per share of New Common Stock (or in the case of notes, convertible or exchangeable at not less than $10.50 per share of New Common Stock); provided, that Permitted Replacement Shares shall not include any New Common Stock sold to any of the Initial Investors or their Affiliates, except pursuant to the exercise of Subscription Rights pursuant to this Agreement, the Brookfield Agreement or the Pershing Agreement (in each case, as defined herein or therein as applicable).
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Permitted Replacement Shares means shares of New Common Stock, or notes mandatorily convertible into or exchangeable for shares of New Common Stock, that are sold for cash proceeds immediately payable to the Company (net of all underwriting and other discounts, fees, and related consideration; provided, that for purposes hereof, payments to the Purchasers or the Fairholme Purchasers in accordance with Section 1.4 of this Agreement or the Fairholme Agreement, respectively, shall not be considered a discount, fee, related consideration or other compensation) of not less than $10.50 per share of New Common Stock (or in the case of notes, convertible or exchangeable at not less than $10.50 per share of New Common Stock); provided, that Permitted Replacement Shares shall not include any New Common Stock sold to any of the Initial Investors or their Affiliates, except pursuant to the exercise of Subscription Rights pursuant to this Agreement, the Brookfield Agreement or the Fairholme Agreement (in each case, as defined herein or therein as applicable).
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Examples of Permitted Replacement Shares in a sentence

  • In the event that the Company has sold, or has binding commitments to sell on or prior to the Effective Date, Permitted Replacement Shares, the Company may elect by written notice to each Purchaser to reduce the Total Purchase Amount by any portion of the number of such Permitted Replacement Shares as the Company may determine in its discretion; provided, that the Total Purchase Amount shall not be less than 190,000,000.

  • In the event that the Company has sold, or has binding commitments to sell on or prior to the Effective Date, Permitted Replacement Shares, the Company may elect by written notice to each Purchaser to reduce the Total Purchase Amount by all or any portion of the number of such Permitted Replacement Shares as the Company may determine in its discretion; provided, that the Total Purchase Amount shall not be less than 190,000,000.

  • If the Company elects to designate any Reserved Shares, the Company shall thereafter have the right to elect by written notice to Purchaser (the “Repurchase Notice”) on or prior to the 45th day after the Effective Date (or, if not a Business Day, the next Business Day) to repurchase (with proceeds from the sale of Permitted Replacement Shares) from Purchaser a number of Shares up to the number of Reserved Shares.