Canadian Restructuring Sample Clauses
The Canadian Restructuring clause defines the procedures and rights of parties in the event that a party undergoes a restructuring process under Canadian insolvency or bankruptcy laws. Typically, this clause outlines how obligations, payments, or contracts may be affected if a party seeks protection or reorganization under statutes such as the Companies' Creditors Arrangement Act (CCAA) or the Bankruptcy and Insolvency Act (BIA). For example, it may specify whether certain agreements can be terminated, modified, or remain in force during the restructuring. The core function of this clause is to provide clarity and predictability for all parties regarding their rights and obligations if a Canadian restructuring event occurs, thereby managing legal and financial risks associated with insolvency proceedings.
Canadian Restructuring. ▇▇▇▇▇▇▇ shall contribute a portion of its ----------------------- capital stock in ▇▇▇▇▇▇▇ Purina Canada Inc. ("RP Canada") to Energizer so that the number of shares of RP Canada stock owned by Energizer, when combined with the number of shares of RP Canada stock owned by EII, will reflect, on a combined stock ownership basis, an interest in RP Canada equal to the appraised value of the Battery Business conducted by RP Canada. EII and Energizer will form a new Canadian corporation, Energizer Canada Inc., and will each transfer all of their stock in RP Canada to Energizer Canada Inc. in exchange for Energizer Canada Inc. common stock of proportionate value. RP Canada will transfer the Assets and Liabilities of the Battery Business conducted by it to Energizer Canada Inc. in exchange for all of the issued and outstanding preferred stock in Energizer Canada Inc. RP Canada will then issue a note to Energizer Canada Inc. in complete redemption of the RP Canada common stock held by Energizer Canada Inc., and Energizer Canada Inc. will issue to RP Canada a note of equal value in redemption of the Energizer Canada Inc. preferred stock held by RP Canada. The two notes will then be offset against one another and each cancelled. ▇▇▇▇▇▇▇ will thereupon own all of the stock of RP Canada, which will conduct only the ▇▇▇▇▇▇▇ Business, and EII and Energizer will in the aggregate own all of the stock of Energizer Canada Inc., which will conduct only the Battery Business.
Canadian Restructuring. The Company shall, and shall cause the Canadian Subsidiaries to, and the Canadian Subsidiaries shall, effect a restructuring of the Canadian Subsidiaries on terms substantially similar to the Restructuring of the Company and its Subsidiaries contemplated hereby, as more fully described in Exhibit G.
Canadian Restructuring. SPAC shall have received evidence, reasonably acceptable to SPAC, that the Canadian Restructuring shall have been completed.
Canadian Restructuring. Agribrands shall form a new wholly-owned ---------------------- subsidiary, Newco Canada. Agribrands shall contribute capital to Newco Canada in an amount sufficient to purchase, and shall cause Newco Canada to purchase, all of the assets and liabilities associated with the portion of the Agribusiness owned and conducted by ▇▇▇▇▇▇▇ Purina Canada Inc., as set forth on Schedule 2.01(b). The purchase price shall be equal to the Fair Market Value of such assets.
Canadian Restructuring. 39 Section 4.15 Performance Escrow Agreement...................................................................39 Section 4.16 Icahn DIP Facility.............................................................................39 Section 4.17 Transfer of Owned Real Estate..................................................................39
Canadian Restructuring. Prior to the Closing Date, (i) the Company shall cause AFSI to adopt the Plan of Liquidation and (ii) the Company shall cause AFSI to distribute the capital stock of Avco D.C. Corporation and the capital stock of AFS Corporation to the Company pursuant to the Plan of Liquidation. Parent shall file a protective election under Treasury Regulation section 1.1502-13(f)(5)(ii) with respect to the deemed liquidation of Avco D.C. Corporation and AFS Corporation resulting from the election under section 338(h)(10) of the Code in the manner prescribed by Treasury Regulation section 1.1502-13(f)(5)(ii)(E).
Canadian Restructuring. After the execution of the Underwriting Agreement, but prior to the Effective Time, the following transactions, loans, distributions and contributions shall be completed in the order set forth below.
Canadian Restructuring. ▇▇▇▇▇▇▇ shall contribute a portion of its ----------------------- capital stock in ▇▇▇▇▇▇▇ Purina Canada Inc. ("RP Canada") to Energizer so that the number of shares of RP Canada stock owned by Energizer, when combined with the number of shares of RP Canada stock owned by EII, will reflect, on a combined stock ownership basis, an interest in RP Canada equal to the appraised value of the Battery Business conducted by RP Canada. EII and Energizer will form a new Canadian corporation, Newco 5, and will each transfer all of their stock in RP Canada to Newco 5 in exchange for Newco 5 common stock of proportionate value. RP Canada will transfer the Assets and Liabilities of the Battery Business conducted by it to Newco 5 in exchange for all of the issued and outstanding preferred stock in Newco 5. RP Canada will then issue a note to Newco 5 in complete redemption of the RP Canada common stock held by Newco 5, and Newco 5 will issue to RP Canada a note of equal value in redemption of the Newco 5 preferred stock held by RP Canada. The two notes will then be offset against one another and each cancelled. ▇▇▇▇▇▇▇ will thereupon own all of the stock of RP Canada, which will conduct only the ▇▇▇▇▇▇▇ Business, and EII and Energizer will in the aggregate own all of the stock of Newco 5, which will conduct only the Battery Business.
Canadian Restructuring. Purchase of Niska II Interest 9 Section 2.3 Cancellation of Note B 9 Section 2.4 Contribution of Note A-1 and Note A-2 to Niska II Holdings 9 Section 2.5 Distribution of the Gas Storage Canada GP Interests 9