Examples of Reorganized Cumulus in a sentence
As set forth in the Equity Allocation Mechanism, no Claim Holder shall be eligible to receive more than 4.99% of the outstanding Class A Common Stock unless the Debtors, in consultation with the Term Lender Group, or Reorganized Cumulus, as applicable, shall have determined that the exchange into shares of Class A Common Stock constituting more than 4.99% of the total outstanding Class A Common Stock issued would not result in a violation of FCC ownership rules or be inconsistent with the FCC Approval.
The issuance of the New Common Stock by Reorganized Cumulus, including options, stock appreciation rights, restricted stock units, or other equity awards, if any, in connection with the Management Incentive Plan, is authorized without the need for any further corporate action and without any further action by the Holders of Claims or Interests.
Special Warrants reserved under this paragraph F shall remain unissued unless and until issued in satisfaction of a Disputed Claim that becomes an Allowed Claim and shall therefore be disregarded in both the numerator and denominator in the calculation of any vote by shareholders of Reorganized Cumulus under any New Corporate Governance Documents.
Special meetings will be arranged for that objective at the end of the project; previously it will be necessary to design the courses that will be offered.
PRINCIPAL TERMS AND CONDITIONS1 BORROWER: Reorganized Cumulus GUARANTORS: The direct parent of Reorganized Cumulus (the “Parent”) and all present and future wholly-owned subsidiaries of the Parent (subject to exceptions that are substantially consistent with those set forth in the Existing Credit Agreement, excluding any exception for Unrestricted Subsidiaries) (collectively, the “Guarantors”).
Corporate Governance Documents In connection with the consummation of the Chapter 11 Plan, and consistent with section 1123(a)(6) of the Bankruptcy Code, Reorganized Cumulus shall adopt customary corporate governance documents, including an amended and restated certificate of incorporation, bylaws, and a shareholders’ agreement, the terms of which shall be satisfactory in all respects to the Term Lender Group and the Company (collectively, the “Corporate Governance Documents”).
The undersigned confirms that it is eligible to acquire New First Lien Credit Agreement debt and/or the equity in Reorganized Cumulus pursuant to the conditions set forth in the foregoing sentence.
This Agreement is not and shall not be deemed to be a solicitation for consents to the Chapter 11 Plan or an offer of New First Lien Credit Agreement debt or equity in Reorganized Cumulus.
Tax Issues To the extent possible, the Restructuring contemplated by this Term Sheet shall be structured so as to obtain the most beneficial tax structure for Reorganized Cumulus and the holders of the Reorganized Common Equity as reasonably determined by the Company and the Term Lender Group including, without limitation, with respect to the sale of the Company’s property in Bethesda, Maryland, during the Chapter 11 Cases.
Board of Directors The Board of Directors of Reorganized Cumulus (the “New Board”) shall consist of Xxxx Xxxxxx, as President and Chief Executive Officer of the Company, and six (6) directors chosen by the Term Lender Group.