PropCo Equity Election definition

PropCo Equity Election means the right of Holders of Prepetition Credit Agreement Claims and Holders of Secured First Lien Notes Claims to elect to receive PropCo Common Equity in lieu of CPLV Mezzanine Debt (if any), PropCo First Lien Notes, PropCo First Lien Term Loan, and PropCo Second Lien Notes, which election may reduce the aggregate principal amount of CPLV Mezzanine Debt (if any), PropCo First Lien Notes, PropCo First Lien Term Loan, and PropCo Second Lien Notes by no more than $1,250,000,000, and which election shall reduce such debt as set forth in Article IV.A.2 hereof, provided that such PropCo Equity Election may be subject to modification solely in accordance with Article IV.A.2 hereof.
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PropCo Equity Election has the meaning given to such term in the Plan of Reorganization.
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PropCo Equity Election means the right of Holders of Prepetition Credit Agreement Claims and Secured First Lien Notes Claims to elect to receive PropCo Common Equity in lieu of CPLV Mezzanine Debt (if any), PropCo First Lien Notes, PropCo First Lien Term Loan, and PropCo Second Lien Notes, which election may reduce the aggregate principal amount of CPLV Mezzanine Debt (if any), PropCo First Lien Notes, PropCo First Lien Term Loan, and PropCo Second Lien Notes by no more than $1,250,000,000, and which election shall reduce such debt as set forth in Article IV.A.2 hereof; provided, however, that to the extent the PropCo Equity Election is exercised by such Holders and in such amounts that the Debtors determine, in their sole discretion, that the results of the PropCo Equity Election would have negative consequences with respect to the tax treatment of the Spin Structure, the elections with respect to the PropCo Equity Election shall be modified or eliminated to the extent necessary to avoid such negative consequences.
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Examples of PropCo Equity Election in a sentence

  • The PropCo Equity Election may not reduce the aggregate principal amount of CPLV Mezzanine Debt (if any), PropCo First Lien Notes, PropCo First Lien Term Loan, and PropCo Second Lien Notes by more than $1,250,000,000.

  • The PropCo Equity Election Procedures shall be included in the Plan Supplement and the exercise of the PropCo Equity Election shall occur after the entry of the Confirmation Order but before the Effective Date.

  • The respective aggregate principal amounts of the CPLV Mezzanine Debt (if any), the PropCo First Lien Notes, the PropCo First Lien Term Loan, and the PropCo Second Lien Notes each may be (but are not required to be) reduced by the PropCo Equity Election.

  • A Holder making a PropCo Equity Election will receive $1 in value of PropCo Common Equity (at an assumed valuation of $1.620 billion for 100 percent of PropCo Common Equity on a fully diluted basis) for every $1 in aggregate principal amount of PropCo First Lien Notes, PropCo First Lien Term Loan, PropCo Second Lien Notes, and CPLV Mezzanine Debt (if any) that such Holder would otherwise receive under the Plan.

  • After the conclusion of the Election Period, Allowed Prepetition Credit Agreement Claims as to which the PropCo Equity Election has been exercised and/or as to which the Holder has elected to participate in the New CEC Common Equity Buyback cannot be transferred, except as described in the following sentence.

  • Holders of Allowed Secured First Lien Notes Claims will exercise their Buyback Rights through the same election form used to make their PropCo Equity Election and exercise their PropCo Preferred Equity Put Right.Holder may elect to receive Cash in lieu of New CEC Common Equity, as and to the extent set forth herein.

  • A Holder of Allowed Prepetition Credit Agreement Claims or Allowed Secured First Lien Notes Claims may elect (such election, the “PropCo Common Equity Percent Limitation Election”) to limit the amount of PropCo Common Equity that it will receive as a result of its PropCo Equity Election to a specified maximum percentage.

  • Each Holder of an Allowed Prepetition Credit Agreement Claim intending to exercise its PropCo Equity Election and/or participate in the New CEC Common Equity Buyback (to the extent available) must affirmatively make a binding election to do so by executing a properly completed First Lien Bank Election Form and timely returning the First Lien Bank Election Form to Prime Clerk by first class mail, overnight courier, personal delivery, or email.

  • A Holder making a PropCo Equity Election will receive $1.00 in value of PropCo Common Equity (at an assumed valuation of $1.620 billion for 100 percent of PropCo Common Equity on a fully diluted basis, without giving effect to the PropCo Equity Election) for every $1.00 in aggregate principal amount of PropCo First Lien Notes, PropCo First Lien Term Loan, PropCo Second Lien Notes, and CPLV Mezzanine Debt (if any) that such Holder would otherwise receive under the Plan.

  • For the avoidance of doubt, the PropCo Common Equity Percent Limitation Election will not be applied to limit the PropCo Common Equity that a Holder of Allowed Secured First Lien Notes Claims will receive below the amount of PropCo Common Equity that such Holder would receive under the Plan if such Holder were to not make any PropCo Equity Election.

Related to PropCo Equity Election

  • LCA Election has the meaning specified in Section 1.09(a).

  • Stock Election shall have the meaning set forth in Section 3.2.2.

  • Cash Election shall have the meaning set forth in Section 3.2.2.

  • Capital Distribution means a payment made, liability incurred or other consideration given for the purchase, acquisition, redemption or retirement of any capital stock or other equity interest of any Company or as a dividend, return of capital or other distribution (other than any stock dividend, stock split or other equity distribution payable only in capital stock or other equity of the Company in question) in respect of any Company's capital stock or other equity interest.

  • Safe Harbor Election has the meaning set forth in Section 10.2(d).

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

  • Regular election means an election held on a regular election date to elect an individual to, or nominate an individual for, elective office in the regular course of the terms of that elective office.

  • Investment Election means the Participant’s election to have deferred amounts credited with hypothetical earnings credits (or losses) that track the investment performance of the Investment Options and/or Common Stock in accordance with Article V.

  • Qualified equity investment means any equity investment in, or long-term debt security issued by, a qualified community development entity that:

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • Regular primary election means the election on the fourth Tuesday of June of

  • Exchange Election shall have the meaning specified in Section 14.12(a).

  • Parent Equity Plan means the Energy Transfer Equity, L.P. Long-Term Incentive Plan.

  • Equity Contributions means the equity to be contributed by the Equity Investor to Borrower, in accordance with and subject to the terms of the Partnership Agreement.

  • Qualifying Equity Interests means Equity Interests of the Company other than Disqualified Stock.

  • 10) Election has the meaning set forth in Section 6.05(a).

  • Qualifying investment means a capital investment in real property including the purchase price of land and existing buildings and structures, site preparation, improvements to the real property, building construction, and long-term lease costs. “Qualifying investment” also means a capital investment in depreciable assets.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such, or such earlier date as a majority of the Board of Directors shall become aware of the existence of an Acquiring Person.

  • Specified Equity Contribution has the meaning specified in Section 8.04.

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Parent Equity Plans means all employee and director equity incentive plans of Parent and agreements for equity awards in respect of Parent Common Stock granted under the inducement grant exception.

  • Holdings Common Stock means the common stock, par value $0.01 per share, of Holdings.

  • Capital Stock Sale Proceeds means the aggregate cash proceeds received by the Company from the issuance or sale (other than to a Subsidiary of the Company or an employee stock ownership plan or trust established by the Company or any such Subsidiary for the benefit of their employees) by the Company of its Capital Stock (other than Disqualified Stock) after the Issue Date, net of attorneys’ fees, accountants’ fees, underwriters’ or placement agents’ fees, discounts or commissions and brokerage, consultant and other fees actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result thereof.

  • Company Cash means all cash on hand or on deposit to the credit of the Company on the Closing Date;

  • Parent Capital Stock means the Parent Common Stock and Parent Preferred Stock.