Disposal Transaction definition
Examples of Disposal Transaction in a sentence
Notwithstanding the foregoing, a merger or consolidation, or acquisition by a third Person of all or any of the equity securities (or all or substantially all of the assets), of Parent (or of an acquirer of, or successor-in-interest to, Parent) shall not be a Disposal Transaction.
As such, no Shareholders would be required to abstain from voting in favour of the resolution approving the Disposal Transaction at the GM.
Borrower shall not, and shall not permit Parent or its Controlled Affiliates (as defined in the Units Issuer LLC Agreement) to, enter into any Stock Disposal Transaction or Stock-Based Financing Transaction (other than the L/C Facility and the ▇.
Such actions include but are not limited to (a) voting in favour of the Disposal Transaction at the general meeting; (b) procuring that the director so appointed by the respective Member vote in favour of the Disposal Transaction; and (c) selling or transferring all the Shares held by them, if applicable.
For the avoidance of doubt, following the aforementioned 2 (two) year period, if Harmony enters into any transaction during the KOSH Undertaking Period for the Disposal of any direct or indirect interest in Wafi-Golpu and such transaction constitutes a Disposal Transaction, the implementation of such transaction must be subject to the aforementioned conditions.
Moreover, the Disposal Transaction is effectively the Group’s disposal of approximately 52.69% shareholding in the Second Target Company (assuming that none of the Convertible Note is converted into Conversion Shares).
The PSA Share Sale Transaction and Disposal Transaction will have no material impact on the Company.
A GM will be convened by the Company to consider and, if thought fit, approve the Sale and Purchase Agreement and the Disposal Transaction.
Ivanhoe covenants and agrees that it will not, on or before the First Closing Date, enter into any OT Disposal Transaction that would, after the First Closing Date, require Ivanhoe to deliver an OT Disposal Notice to Rio Tinto.
As a result of the Disposal Transaction, the Group expects to record an unaudited gain on the Disposal Transaction of approximately HK$45 million.