Preliminary Restructuring definition

Preliminary Restructuring means the contribution by Alltel of all of the assets, liabilities and operations of its wireline telecommunications business to its subsidiaries.
Preliminary Restructuring shall have the meaning set forth in the Distribution Agreement.
Preliminary Restructuring has the meaning set forth in the Recitals.

Examples of Preliminary Restructuring in a sentence

  • Except as set forth on Schedule 8.2, whether or not the Distribution is consummated, the costs and expenses incurred by Verizon or Spinco or their respective Subsidiaries in connection with this Agreement, the Preliminary Restructuring contemplated hereby, the Distribution and the Financing Transactions (other than the Debt Exchange) shall be paid by Spinco.

  • On 30 September 2002, Telewest Communications plc ("Telewest" or the "Company") announced that it had reached a preliminary agreement relating to its balance sheet restructuring (the "Restructuring") with the ad hoc committee of its bondholders (the "Bondholder Committee") (the "Preliminary Restructuring Agreement").

  • Verizon and the other members of the Verizon Group shall be entitled to all Tax Benefits resulting from any Benefit Item associated with any costs and expenses economically borne by Verizon or any other member of the Verizon Group in connection with the Preliminary Restructuring, the Distribution or any other transaction associated therewith to the extent such Tax Benefits are not otherwise allocated to Spinco and the other members of the Spinco Group pursuant to Sections 1 or 2 of this Schedule B.

  • Further documents and/or agreements containing detailed terms for the Preliminary Restructuring Framework subject to the latest status of the outstanding Onshore Debts will be concluded and signed by individual Lending Banks with the Company.

  • ISSUE OF PREFERRED SHARES TO CERTAIN PRC LENDING BANKS Reference is made to the announcement of the Company dated 21 April 2020 in relation to, among other matters, the Preliminary Restructuring Framework.

  • The CDR Empowered Group may for sufficient reasons extend the time for submission of the Preliminary Restructuring Scheme by a further period of thirty days.

  • In connection with the Preliminary Restructuring, Spinco shall assume or cause to be assumed, and thereafter timely pay, perform and discharge, or cause to be paid, performed and discharged, all of the Spinco Liabilities, regardless of whether arising from or alleged to arise from the negligence, recklessness, strict liability, violation of law by or of any member of the Spinco Group or any member of the Verizon Group or any of their respective Representatives or Affiliates.

  • The Company will issue further announcement(s) as and when necessary if there are other material developments in the Preliminary Restructuring Framework.

  • The Company has since made significant progress towards implementing the Preliminary Restructuring Agreement and, as a result, is close to publicly filing the documentation necessary to effect the Restructuring.

  • The Company has been notified by the Bondholder Committee that, in order to obtain the support of certain of the Company's bondholders, the Bondholder Committee is requesting certain changes to the economic and other terms of the Preliminary Restructuring Agreement.


More Definitions of Preliminary Restructuring

Preliminary Restructuring as defined in the Recitals to this Agreement.

Related to Preliminary Restructuring

  • Permitted Restructuring means the completion of: (a) an offer made by, or on behalf of, an Eligible Company to all (or as nearly as may be practicable all) of the shareholders of the Issuer (or, if the Issuer is not then the Ultimate Owner, to the shareholders of the then Ultimate Owner) to acquire the whole (or as nearly as may be practicable the whole) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued ordinary share capital) other than those already held by or on behalf of such Eligible Company; or (b) a reorganisation or restructuring whether by way of a scheme of arrangement or otherwise pursuant to which an Eligible Company acquires all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued share capital) other than those already held by such Eligible Company or pursuant to which all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued capital) not held by the New Holding Company is cancelled;

  • 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 Memorandum means a document, to be included in the Plan Supplement, that sets forth the material components of the Restructuring Transactions and a description of the steps to be carried out to effectuate the Restructuring Transactions in accordance with the Plan, including the reorganization of the Debtors and issuance of the New Valaris Equity, through the Chapter 11 Cases, the Plan, or any Implementation Mechanism (including, in the United Kingdom, through the Administration).

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Restructuring Plan means the Restructuring Plan attached hereto as Schedule 1.1.

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

  • Permitted Tax Restructuring means any reorganizations and other activities related to tax planning and tax reorganization (as determined by the Company in good faith) so long as such Permitted Tax Restructuring is not materially adverse to the Holders of the Notes.

  • Preliminary Work means all work done in the concept and preparatory stages (including non-exhaustively design, artwork, colour matching).

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Pre-Closing Restructuring has the meaning specified in Section 6.14(a).

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

  • Preliminary Closing Statement shall have the meaning set forth in Section 2.3(a).

  • Restructuring Event means the occurrence of any one or more of the following events:

  • Preliminary Offering Memorandum means the preliminary offering memorandum consisting of the Red Xxxxxxx Prospectus and the preliminary international wrap to be used for offer and sale to persons/entities that are resident outside India;

  • Additional First Lien Documents means, with respect to any Series of Additional First Lien Obligations, the notes, credit agreements, indentures, security documents and other operative agreements evidencing or governing such Indebtedness, and each other agreement entered into for the purpose of securing any Series of Additional First Lien Obligations.

  • Final Memorandum shall have the meaning set forth in the Purchase Agreement.

  • Preliminary Offering Circular means any preliminary offering circular or memorandum, if any, or any other written preliminary materials authorized by the Issuer to be used in connection with such an Offering. As used herein, the terms “Offering Circular” and “Preliminary Offering Circular” include the material, if any, incorporated by reference therein. We will either, as soon as practicable after the later of the date of the Invitation Wire or the date made available to us by the Issuer, furnish to you (or make available for your review) a copy of any Preliminary Offering Circular or any proof or draft of the Offering Circular. In any event, in any Offering involving an Offering Circular, the Manager will furnish, make available to you, or make arrangements for you to obtain, as soon as practicable after sufficient quantities thereof are made available by the Issuer, copies (which may, to the extent permitted by law, be in electronic form) of the Preliminary Offering Circular and Offering Circular, as amended or supplemented, if applicable (but excluding, for this purpose, documents incorporated therein by reference).

  • Restructuring Documents means, collectively, the documents and agreements (and the exhibits, schedules, annexes and supplements thereto) necessary to implement, or entered into in connection with, this Plan, including, without limitation, the Plan Supplement, the Exhibits, the Plan Schedules, the Amended/New Organizational Documents, the Exit Facility Loan Documents, and the Plan Securities and Documents.

  • Restructuring Date means the date on which a Restructuring is legally effective in accordance with the terms of the documentation governing such Restructuring.

  • Restructuring Period means, whether or not there are Rated Securities at the time a Restructuring Event occurs, the period of 45 days starting from and including the day on which that Restructuring Event occurs.

  • Preliminary Closing Balance Sheet has the meaning set forth in Section 2.2(b) below.

  • Refinancing Transactions means the transactions described under “Summary—The Refinancing Transactions” in the Offering Memorandum.

  • Restructuring has the meaning set forth in the Recitals.

  • Modified Restructuring Maturity Limitation Date means with respect to a Reference Obligation, the date that is the later of (x) the Scheduled Maturity Date of the Notes and (y) 60 months following the Restructuring Date in the case of a Restructured Bond or Loan, or 30 months following the Restructuring Date in the case of all other Reference Obligations.

  • Preliminary Final Prospectus means any preliminary prospectus supplement to the Basic Prospectus which describes the Securities and the offering thereof and is used prior to filing of the Final Prospectus, together with the Basic Prospectus.

  • Alternative Restructuring Proposal means any inquiry, proposal, offer, bid, term sheet, discussion, or agreement with respect to a sale, disposition, new-money investment, restructuring, reorganization, merger, amalgamation, acquisition, consolidation, dissolution, debt investment, equity investment, liquidation, tender offer, recapitalization, plan of reorganization, share exchange, business combination, or similar transaction involving any one or more Company Parties or the debt, equity, or other interests in any one or more Company Parties that is an alternative to one or more of the Restructuring Transactions.