Restructuring Transactions Exhibit definition

Restructuring Transactions Exhibit means a memorandum setting forth the transactions that are required to effectuate the Restructuring Transactions contemplated by the Plan and to be included in the Plan Supplement, which shall be in form and substance acceptable to the Debtors and the Requisite Consenting Creditors (subject to the parties’ rights and obligations under the RSA).

Restructuring Transactions Exhibit means an exhibit, which may be included, as needed, in the Plan Supplement, and which sets forth the Restructuring Transactions the Debtors shall implement on the Effective Date.

Restructuring Transactions Exhibit means an exhibit that sets forth the steps to be carried out to effectuate the Restructuring Transactions on and after the Effective Date.

Examples of Restructuring Transactions Exhibit in a sentence

• For the avoidance of doubt, to the extent Reinstated pursuant to the Plan, on and after the Effective Date, all Intercompany Interests shall be owned by the same Reorganized Debtor that corresponds with the Debtor that owned such Intercompany Interests prior to the Effective Date (subject to any modifications in the Restructuring Transactions Exhibit).

• To the extent the Debtors determine to wind down Canadian HoldCo in connection with the Plan, the detailed steps will be included in the Restructuring Transactions Exhibit to be included in the Plan Supplement.

• On the Effective Date, subject to the New Common Equity Election, as specified in the Restructuring Transactions Exhibit, Allowed Equity Interests shall either (x) be cancelled, released and extinguished without further action of the Debtors, and shall have no further force or effect or (y) be Reinstated.

• Subject to the New Common Equity Election, and as specified in the Restructuring Transactions Exhibit, (x) all Equity Interests in RVL Pharmaceuticals, Inc.

• Receipt of such consideration shall be effected as described in the Restructuring Transactions Exhibit.

More Definitions of Restructuring Transactions Exhibit

Restructuring Transactions Exhibit means an exhibit, which may be included as needed in the Plan Supplement, that sets forth the steps to be carried out to effectuate the Restructuring Transactions on and after the Effective Date.

Restructuring Transactions Exhibit means a memorandum setting forth the transactions that are required to effectuate the Restructuring Transactions contemplated by the Plan and included in the Plan Supplement.

Restructuring Transactions Exhibit means an exhibit, which shall be included in the Plan Supplement, that sets forth the Restructuring Transactions the Debtors intend to implement on the Effective Date.

Restructuring Transactions Exhibit means a summary of transaction steps to complete the Restructuring Transactions contemplated by the Plan, as set forth in the Plan Supplement, as the same may be amended, supplemented, and modified through the Effective Date (with the consent of the Secured Noteholders and the DIP Lender).

Restructuring Transactions Exhibit means the exhibit to the Plan Supplement that will set forth the material components of the transactions that are required to effectuate the Restructuring Transactions contemplated by this Agreement and the Plan, including any “restructuring steps memo,” “tax steps memo” or other document describing steps to be taken and the related tax considerations in connection with the Restructuring Transactions.

Restructuring Transactions Exhibit means a summary of transaction steps to complete the Restructuring Transactions contemplated by the Plan, as set forth in the Plan Supplement, as the same may be amended, supplemented, and modified through the Effective Date (with the consent of the Secured Noteholders and the DIP Lender). 94. “RVL Corp.” means RevitaLid Pharmaceutical Corp. 95. “Secured Claim” means any Claim: (a) secured by a Lien on property in which the Estate has an interest, which Lien is valid, perfected, and enforceable pursuant to applicable law or by reason of a Bankruptcy Court order to the extent of the value of the creditor’s interest in the Estate’s interest in such property as determined pursuant to section 506(a) of the Bankruptcy Code, or (b) subject to setoff pursuant to section 553 of the Bankruptcy Code to the extent of the amount subject to setoff. 96. “Secured Note Agent” means Athyrium Opportunities IV Acquisition LP, as the administrative agent and collateral agent under the Note Purchase Agreement and any successor thereto. 97. “Secured Note Claims” means all Claims against any Debtor arising from or based upon the Note Purchase Agreement and other Note Documents, including, without limitation, all principal, and all accrued but unpaid interest, costs, fees, exit fees, premiums, and indemnity. 98. “Secured Noteholders” means the Purchasers under (and as defined in) the Note Purchase Agreement, as that term is defined therein. 99. “Securities Act” means the Securities Act of 1933, as amended, 15 U.S.C. §§ 77a– 77aa, together with the rules and regulations promulgated thereunder, or any similar federal, state, or local law. 100. “Security” has the meaning set forth in section 2(a)(1) of the Securities Act. 101. “Solicitation Agent” means Kroll Restructuring Administration LLC, the proposed notice, claims, and solicitation agent retained by the Debtors in the Chapter 11 Cases by order of the Bankruptcy Court. 102. “SPA Rejection Unsecured Claims” means damages claims resulting from the rejection of the Stock Purchase Agreement. 103. “SPA Rejection Unsecured Claims Recovery” means 2.5% of non-voting equity in New Common Equity HoldCo, subject to dilution on account of the Management Incentive Plan and future capital needs of the business. 104. “SPA Settlement Term Sheet” means that certain Settlement Term Sheet, dated as of October 6, 2023, among certain of the Debtors and the Sellers (as defined therein) party thereto. Case 23-11704-BLS Doc 126-1 Filed 11/20/23 Page 1...

Restructuring Transactions Exhibit means a memorandum setting forth the transactions that are required to effectuate the Restructuring Transactions contemplated by the Plan and included in the Plan Supplement, consistent with the Restructuring Support Agreement and subject to the Consenting Creditor Consent Rights, and solely with respect to the Redemption Transaction, acceptable to the Consenting Equity Holders.