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Seanblue

02/08/19 10:11 AM

#19548 RE: linda1 #19537

In other words commons get nothing.

justthefactsmam

02/08/19 10:20 AM

#19566 RE: linda1 #19537

linda,

seems there is a conflict between the following two provisions which i can't reconcile:
_________________________________________________

All of the Class B Preferred Units of Newco
received by SHC be will distributed to Holders of
Senior Second Lien Obligations:
_________________________________________________

3. As soon as practicable after the Closing,
each Seller other than SHC shall distribute
the Securities Consideration received by it
(whether directly in respect of a Transfer
by it or pursuant to the Distribution
Requirement from a direct or indirect
subsidiary) to its equityholder(s) pursuant
to the Distribution Requirement
_________________________________________________

point 3 above doesn't say something along the order of "to the extent there are any securities left after distribution to holders of senior second lien obligations" they shall be distributed to equityholder(s) so how can both of those statements hold?

lien holders are not equity holders. either poorly drafted or something which i do not quite understand is being said in those two sections.

thoughts appreciated.