Examples of Roan Holdings in a sentence
Roan Holdings, LLC, a Delaware limited liability company (together with its successors-in-interest, “Roan Holdings”), shall be entitled to enforce the provisions of this Agreement, including Section 8.6, as if it were a Party hereto, in the event that Roan Holdings makes a reasonable written demand on Linn Energy, Inc.
Subject to the terms of Section 10.11 hereof, this Agreement may not be modified or amended except by an agreement in writing signed on behalf of each of the Parties; provided that, until the Consolidation Date, any amendment or modification hereto that is or would reasonably be likely to be adverse to Linn, its Affiliates or Roan Holdings in any material respect shall require the prior written consent of Roan Holdings.
In the event that the Roan Holdings Independence Requirement is no longer satisfied, Roan Holdings shall promptly (i) cause the removal of a Roan Holdings Director in accordance with Section 2.1(f) and (ii) designate a director to the Board who qualifies as an Independent Director to fill such vacancy.
Any Shares acquired by such Rollover Shareholder as described in foregoing clause shall automatically become subject to the terms of this Agreement, and Schedule A shall be deemed amended accordingly.
According to Plaintiff, Roan Holdings owned 49.7% of Roan’s common stock, which Lovoi ultimately controlled.134 When combined with additional Roan stock held by other entities under Lovoi’s control, Lovoi controlled 50.8% of Roan’s voting power.135Defendants do not dispute this contention.
Thus, it is not reasonably conceivable that Lovoi, JVL, or Roan Holdings stood on both sides of the transaction on this theory.
It is also contradicted by the allegations that Woods, Woodard, and Augsburger were being marginalized by Lovoi and JVL in Roan Holdings.
Nor are there any well-pleaded allegations that either Lovoi, JVL, or Roan Holdings engaged in any conduct rising to the level of recklessness.203 There are no well-pleaded allegations that any of the Alleged Controllers exercised undue influence on the other directors, steered the process to any particular bidder, or took action to exclude potential bidders.
Thus, the Arbitration Action presented no immediate threat to Lovoi’s board seat or those of the Roan Holdings designees.160 I am therefore not persuaded that the allegations of the Complaint support a reasonable inference that Lovoi, JVL, or Roan Holdings was motivated to sell the Company to Citizen Buyer at an unfair price due to any potential threat of loss of mathematical control over Roan as a result of the Arbitration Action.
Upon the reasonable request of any Existing LINN Owner or Roan Holdings, the Company will deliver to such Existing LINN Owner or Roan Holdings, as applicable, a written statement as to whether it has complied with such information requirements, and, if not, the specific reasons for non-compliance.