If you think that SHLDQ Common Shares will be exchanged for new ESL/Holdco Common Shares, when is Holdco going to provide those Shares? It will have no further obligation of payments to the Debtors after the closing of the 363 Sale.
I used to think that the “ Securities Consideration “ included the new Holdco Common Shares to be distributed to SHLDQ Shareholders. Now I am not so sure since PG 85 states that the Debtors MAY sell the NEWCO/HOLDCO Common Stock and Warrants, however it reads like only in a Liquidation/Wind Down.