Common use of The Restructuring Clause in Contracts

The Restructuring. Prior to the Distribution, the Company will cause the following transactions to occur, but not necessarily in the order listed: (i) the Merger of ▇▇▇▇▇▇▇▇ with and into Hotel; (ii) the Company to contribute to Hotel's capital $4,100,000 of 8% Class A Preferred Stock of PPRA (the "Condado Plaza Preferred Stock"), together with accrued and unpaid dividends and net intercompany accounts due the Company from the Hotel and Casino Business (approximately $4,500,000 as of December 31, 1996) excluding the amount due from the Company to ESJ; (iii) the Company to pay its outstanding intercompany receivable due ESJ (approximately $5,077,000 at December 31, 1996); (iv) the Company to make a capital contribution to Hotel of an amount when added to the amount of the intercompany receivable due ESJ equals $6,000,000; (v) PPRA to pay all accrued and unpaid dividends on the Condado Plaza Preferred Stock and redeem a portion of such shares for an aggregate redemption price exclusive of dividends of approximately $2,050,000 (vi) WHGI to pay dividends of not less than $3,500,000 to the holders of WHGI common stock (vii) WPI to merge with and into ESJ; and (viii) Hotel to transfer to PPRA all of the common stock of ESJ and the capital stock of WHGI owned by it in consideration of the issuance of additional shares of capital stock of PPRA. The foregoing transactions are hereinafter collectively referred to as the "Restructuring."

Appears in 2 contracts

Sources: Plan of Reorganization and Distribution Agreement (WHG Resorts & Casinos Inc), Plan of Reorganization and Distribution Agreement (WMS Industries Inc /De/)