Recapitalization Agreements definition

Recapitalization Agreements mean, collectively, (i) that certain Stock Purchase Agreement dated as of September 26, 2003 among X.X. Childs Equity Partners III, L.P., JWC Co-invest III LLC, Halifax, Borrower and certain other parties named therein, (ii) those certain Repurchase Agreements dated on or about October 17, 2003 among Borrower and certain Stockholders of Borrower; (iii) that certain letter agreement dated as of September 26, 2003 between Borrower and Security Life of Denver Insurance Company, (iv) the Senior Note Indenture and the Senior Notes, (v) the Closing Date Prior Senior Note Indenture Amendment and (vi) that certain Offer to Purchase and Consent Solicitation Statement of Borrower dated September 24, 2003.
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Recapitalization Agreements means the material documents executed and to be executed in connection with the Recapitalization.
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Recapitalization Agreements has the meaning set forth in the recitals to this Agreement.
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Examples of Recapitalization Agreements in a sentence

  • As of the Closing Date, Borrower has delivered to Agent complete and correct copies of the Recapitalization Agreements (including all schedules, exhibits, amendments, supplements, modifications, assignments and all other documents delivered pursuant thereto or in connection therewith).

  • Agent shall have received fully executed copies of the Recapitalization Agreements and each of the other Related Transactions Documents, each of which shall be in form and substance reasonably satisfactory to Agent and its counsel.

  • To the best of each Credit Party's knowledge, none of the representations or warranties in any of the Recapitalization Agreements made by any Person not a Credit Party contains any untrue statement of a material fact or, when taken as a whole, omits any fact necessary to make the statements therein not misleading.

  • Each of the representations and warranties given by each applicable Credit Party in each of the Recapitalization Agreements is true and correct in all material respects in light of the circumstances under which they were made.

  • All requisite approvals by Governmental Authorities having jurisdiction over any Credit Party and other Persons referenced therein with respect to the transactions contemplated by the Recapitalization Agreements have been obtained, and no such approvals impose any conditions to the consummation of the transactions contemplated by the Recapitalization Agreements or to the conduct by any Credit Party of its business thereafter.

  • Each of the Recapitalization Agreements is in full force and effect as of the Closing Date and has not been terminated, rescinded or withdrawn.

  • Notwithstanding anything contained in any of the Recapitalization Agreements to the contrary, such representations and warranties of the Credit Parties are incorporated into this Agreement by this Section 3.24 and shall, solely for purposes of this Agreement and the benefit of Agent and Lenders, survive the consummation of the Recapitalization.

  • The Recapitalization and the other Related Transactions shall have been consummated in accordance with the terms of the Recapitalization Agreements and the other Related Transactions Documents.

  • Each of the Recapitalization Agreements complies with, and, except for the completion of the repurchase by Borrower of the Prior Senior Notes and the redemption by Borrower of certain equity interests of Borrower, in each in accordance with the applicable Recapitalization Agreements, the Recapitalization has been consummated in accordance with, all applicable laws.

  • Recapitalization Agreements....................................................................


More Definitions of Recapitalization Agreements

Recapitalization Agreements means the Acquisition Agreement, and any other agreement, instrument or other document to be entered into or delivered by, between or among the Borrower, the Sellers and any of their respective Affiliates in connection with the Recapitalization, as each such agreement, instrument or document may be amended, modified or supplemented from time to time in accordance with the terms thereof and hereof.
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Recapitalization Agreements has the meaning specified in Section 1(b) hereof.
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Recapitalization Agreements means, collectively, the following (as the same now exist or may hereafter be amended, modified, supplemented, extended, renewed, restated or replaced): (A) the Stock Purchase Agreement, (B) the Redemption Agreement, (C) the Exercise and Repurchase Agreement, and (D) all agreements, documents and instruments executed and/or delivered in connection with any of the foregoing.
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Related to Recapitalization Agreements

  • Recapitalization Agreement shall have the meaning set forth in the Recitals.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Combination Agreement has the meaning in the recitals hereto.

  • Recapitalization means any stock dividend, stock split, combination of shares, reorganization, recapitalization, reclassification or other similar event.

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Recapitalization Event means any event of share combination or subdivision, distribution of bonus shares or any other similar reclassification, reorganization or recapitalization of the Company’s share where the shareholders retain their proportionate holdings in the Company.

  • Stock Split means any kind of stock split in relation to the Shares, including a free share distribution to the holders of Shares, a stock dividend or a sub-division of Shares;

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

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

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Reorganization Transactions shall have the meaning set forth in the Recitals.

  • Reorganization Documents means the Reorganization Agreement, this Agreement, the Holdco LLC Agreement, the Tax Receivable Agreement, the Exchange Agreement, the Registration Rights Agreement, the Employee Equity Letters, the MIP and the Equity Purchase Agreements.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Voting Agreements has the meaning set forth in the Recitals.

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

  • Amalgamation Agreement means the Amalgamation Agreement dated as of June 26, 2020 among Cybin, Clarmin and Subco relating to the Amalgamation, as amended on October 21, 2020, a copy of which is available under the Company’s profile on the SEDAR website at www.sedar.com.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Conversion Agreement shall have the meaning set forth in the Recitals.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Divestiture Agreement means any agreement between Respondents and an Acquirer (or a Divestiture Trustee appointed pursuant to Paragraph III of this Order and an Acquirer) and all amendments, exhibits, attachments, agreements, and schedules thereto, related to any of the Assets To Be Divested that have been approved by the Commission to accomplish the requirements of this Order. The term “Divestiture Agreement” includes, as appropriate, the Associated Food Stores Divestiture Agreement, the AWG Divestiture Agreement, the Haggen Divestiture Agreement, and the Supervalu Divestiture Agreement.

  • Investment Agreements has the meaning set forth in the Recitals.

  • Reorganization Plan means a plan of reorganization in any of the Cases.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

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