EFTA01366702.pdf

Amendment #4 Page 273 of 868 Air in, Co nisi. • use such ret proceeds to purchase Class B units of Global LLC from our Sponsor, which Class B units will automatcally canon into Class A units of Global LLC when transferred to Global h ihe event Global sun ShafeS of Class A common stock that are staled to forfeiture or cancellation (e g , resin:red stoµ), the Correspondirg Class A units will be issued stood to smite, forfeiture or cancellation arrivals In tie event Global LW purchases a Class B unt a a Class 81 unt of Global LLC from the holder thereof, Global will attornaboally redeem and cartel the corresponding share of its Class B cornmon µock or Class Ell tomato(' µock a applicable II Global issues other classesor series of eq.arysecarrees, Global LLC will issue. and Global will use tre ret proceeds horn such issuance of other classes or series of equity security to purchase, an equal smart of units web defamations. preferences and other nglts and terms that are substantelly the same as Global 's newly 'sued equity securities II Global elects to redeem or puthase any shares of its Class A common µock (or its equity secure es of other classes or series other than shares of its Class B common stock or Class Bt common stock). Global LLC will, immediately prior b such redemption. redeem a pachase an equal mentor of Class Aunts (or its units of the corresponding classes or win) veld by Global, upon the sane terms arc for the same once as he shares d Class A common µock for equity sear bes d such other classes or series) so redeemed issuance and transfer of units Class A units my only be issued to Gbbal. as the We managing mernter of Gbtel LLC are are non-transferatie except epos redemption by Global LW Class Bunts may torn to issued to our Sponsor and is Catobed affiliates Class B units may rot be tranSferred. except to our Sponsor or to a controlled affiliate of our Sponsor Our Sponsor trey rot transfer any Class B units to any person nolo:ling a cannoned strike*. unless cur Sponsor transfers an equivalent number of shares of our Class B Gammon dock to the sane transferee. Any Class B unts transferred by our Sponsor to a person other than a cortrolled affiliate (including in cconechon with foreclosure on urns pledged as collateral) world be exchanged (along with a correstxolng number of shares of Class B common stock) into shares of our Class A common stock n oornecton with such transfer Class 81 units may not to transferred without our consent, which may be suited to such witothons as we may specify, and any such attempted transfer without our contact will be void orb mild except our Sponsor tray transfer awe 81 WAS to a controlled affair* werout our consent Ow holders cd Class BI units may not trarrster any Class BI units to any person. =lurk%) to a controlled affiliate ce our Sponsor or with our consent, unless the transferor transfers an equvalere number of shares of our Class 81 common stock to tie same transferee Sabel may moose additional restrictions on exchange thrn a determines necessary or advisable so That Gbbal LLC s not treated as a 'publicly traded partnership' for Unted States federal income lax purposes Exchange Agreement We vnll enter MI an exchange agreement pursuant to which our Sponsor (and its cortroted affiliates who acquire Class Bunts or Class BI units of Global LLC), or any manned stocessor holder. may from time to brie cause Global LLC to exchange its Class B units or Class BI units, together with a correspoixted number of shares of Class B common stock or Class 81 cannon µock, as appecable, for µera of our Ctsss A common stock on a ore -force bat* sited to a4ustments for stock splits µock dividends and feasts:cabana The exchange agreentert also provides that, sated to certain except Ors, the holder will rot hare the right to one Global LLC to exchange Class Bunts a Clas 81 twis together with a Corresponding number of shares Cl Class B cannon stock or Class Ell common stock, as applr.able, it Global LW determines that such exchange wood be 265 http://cfdocs.btogo.com:27638/cf/drv7/pub/edgar/2015/07/20/0001193125-15-256461/d78... 7/20/2015 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0058230 CONFIDENTIAL SDNY_GM_00204414 EFTA01366702