Continuing Company definition

Continuing Company means the entity resulting from the consummation of a transaction involving the Company, including a corporation or entity that, as a result of such transaction, owns the Company or all or substantially all of the Company’s assets either directly or through one or more subsidiaries.
Continuing Company means the publicly-traded company surviving the Business Combination, whether such Entity is the Company or another Entity.
Continuing Company means the public company that continues following the closing of a Reverse Merger.

Examples of Continuing Company in a sentence

  • A Shareholder may transfer or sell all or some of his/her New Shares on and from the first dealing day after the Effective Date by telephoning +44 (0)808 100 8808 in accordance with the terms of the Prospectus of the Continuing Company.

  • The students moved to have the case certified as a class action on behalf of similarly situated students GEAR UP was meant to serve.

  • At the Effective Time, the directors and officers of Merger Sub immediately prior to the Effective Time shall be the directors and officers of the Continuing Company.

  • Where a PLL Shareholder (or PGPL or another representative acting on behalf of a PLL Shareholder)delivers to the Continuing Company (with a copy to the Escrow Agent), prior to the QRA Remittance Date, a Tax Clearance Certificate, Livent shall, within one Business Day thereafter, instruct the Escrow Agent to remit to such PLL Shareholder, within two Business Days, its proportionate portion of the QRA Withheld Shares held in the QRA Escrow Account based on its Proportionate Share.

  • Where a PLL Shareholder (or PGPL or another representative acting on behalf of a PLL Shareholder) delivers to the Continuing Company (with a copy to the Escrow Agent), prior to the CRA Remittance Date, a Tax Clearance Certificate, Livent shall, within one Business Days thereafter, instruct the Escrow Agent to remit to such PLL Shareholder, within two Business Days, its proportionate portion of the CRA Withheld Shares held in the CRA Escrow Account based on its Proportionate Share.

  • The amount of capital stock of the Continuing Company shall not be less than the capital stock of First Merchants immediately prior to the Effective Date increased by the amount of capital stock issued in accordance with Section 3 hereof.

  • Nothing in this Section 5.05 or elsewhere in this Agreement shall be construed to create a right in any Continuing Company Employee to employment with Parent or the Surviving Corporation.

  • The parties acknowledge and agree that:(i)In order for the Continuing Company to comply with its compliance obligations pursuant to section 116 of the ITA, on theClosing Date, Livent will issue a number of Consideration Livent Shares specified in Schedule A (the “ CRA Withheld Shares”) to the Escrow Agent, as nominee for the PLL Shareholders, in accordance with the terms of the Escrow Agreement.

  • Basic policy It is planned that ETIC and CIPS will collectively hold all the ordinary shares in a Continuing Company to be formed through a company separation (merger absorption) of Corona Industries using the Second Company method.

  • With regard to (5), ETIC will place management staff within the Continuing Company to help pursue steady and effective business revitalization.


More Definitions of Continuing Company

Continuing Company has the meaning set forth in Section 2.4.2.

Related to Continuing Company

  • existing company means a company formed and registered under any of the previous companies laws…”

  • Continuing competence means a requirement, as a condition of license renewal, to provide evidence of participation in, and/or completion of, educational and professional activities relevant to practice or area of work.

  • Continuing Arrangements means those arrangements set forth on Schedule 1.1(24) and such other commercial arrangements among the Parties that are intended to survive and continue following the Separation Time; provided, however, that for the avoidance of doubt, Continuing Arrangements shall not be Third Party Agreements.

  • Continuing care retirement community means a residential

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

  • Continuing care means some or all of the following services:

  • Continuing Employees shall have the meaning set forth in Section 6.9(a).

  • Continuing Contract means a contract for Professional Services entered into in accordance with Section 287.055 of the Florida Statutes, between the District and a firm, whereby the firm provides Professional Services to the District for projects in which the costs do not exceed two million dollars ($2,000,000), for a study activity when the fee for such Professional Services to the District does not exceed two hundred thousand dollars ($200,000), or for work of a specified nature as outlined in the contract with the District, with no time limitation except that the contract must provide a termination clause (for example, a contract for general District engineering services). Firms providing Professional Services under Continuing Contracts shall not be required to bid against one another.

  • Mutual holding company means that term as defined in section 10(o) of the home owners' loan act, chapter 64, titles III and IX of Public Law 101-73, 12 U.S.C. 1467a, and OTS regulations governing mutual holding companies.

  • Qualifying Affiliate Guarantee means a Qualifying Guarantee provided by a Reference Entity in respect of an Underlying Obligation of a Downstream Affiliate of that Reference Entity.

  • CFC Holding Company means each Domestic Subsidiary that is treated as a partnership or a disregarded entity for United States federal income tax purposes and that has no material assets other than assets that consist (directly or indirectly through disregarded entities or partnerships) of Equity Interests or indebtedness (as determined for United States tax purposes) in one or more CFCs.

  • Foreign Subsidiary Holding Company means any Domestic Subsidiary that is a direct parent of one or more Foreign Subsidiaries and holds, directly or indirectly, no other assets other than Equity Interests of Foreign Subsidiaries and other de minimis assets related thereto.

  • Bank Holding Company means a company registered as such with the Board of Governors of the Federal Reserve System pursuant to 12 U.S.C. §1842 and the regulations of the Board of Governors of the Federal Reserve System thereunder.

  • Subsidiary Company means any subsidiary company within the meaning of section 7 of the Companies Act 2014 which is a wholly owned entity used by a Fund to hold assets.

  • Non-Wholly Owned Subsidiary means, as to any Person, each Subsidiary of such Person which is not a Wholly-Owned Subsidiary of such Person.