Foreign Subsidiary Reorganization definition

Foreign Subsidiary Reorganization means the transfer (whether by Asset Sale, dividend, distribution, contribution, merger or otherwise), in a series of transactions, of the Stock and Stock Equivalents of certain Foreign Subsidiaries and Investments owned, directly or indirectly, by the Borrower among the Borrower and its Subsidiaries; provided that:

Foreign Subsidiary Reorganization means the reorganization of the Parent Borrower’s Foreign Subsidiaries (including the creation of a new holding company subsidiary to hold substantially all of the capital stock of the Parent Borrower’s Foreign Subsidiaries).

Foreign Subsidiary Reorganization means the transaction or transactions pursuant to which assets utilized primarily in the Company’s non-U.S. operations and located in non-U.S. jurisdictions or titled in the name of a foreign branch of a Domestic Subsidiary of the Company will be transferred to one or more Foreign Subsidiaries of the Company formed or to be formed in such respective non-U.S. jurisdictions.

Examples of Foreign Subsidiary Reorganization in a sentence

• For clarification purposes, the covenants in this Section 6.12 shall not apply to Assets that have been transferred in accordance with the terms of this Agreement as part of any Permitted Foreign Subsidiary Reorganization and shall not apply to any Assets of Foreign Subsidiaries of the Loan Parties owned by such Foreign Subsidiaries on the Closing Date or otherwise not constituting Lender’s Collateral.

• Change the name, organizational identification number, state of organization, organizational identity or “location” for purposes of Section 9-307 of the Code of any Loan Party, or, other than in order to consummate any Permitted Foreign Subsidiary Reorganization, change the name, organizational identification number, state of organization, organizational identity or “location” for purposes of Section 9-307 of the Code of any Loan Party’s Subsidiaries.

• Notwithstanding the foregoing, the Company and its Subsidiaries may effect the Foreign Subsidiary Reorganization.

• No Pledgor shall (a) sell, convey, assign or otherwise dispose of, or grant any option with respect to, any of the Collateral pledged by it hereunder except to the extent not prohibited by and otherwise subject to the requirements of this Agreement or the Indenture, including as contemplated by the Foreign Subsidiary Reorganization, or (b) create or permit to exist any Lien upon or with respect to any of the Collateral pledged by it hereunder other than Permitted Liens.

• The Agent and the Required Lenders agree ------- that in connection with the Foreign Subsidiary Reorganization, they will release their Lien on 65% of the Capital Stock of OldLux on the later of (i) the date that is 90 days after the Agent receives a pledge of 65% of the Capital Stock of NewLux and H29 and (ii) the date that OldLux ceases to be a direct Foreign Subsidiary of any Credit Party.

More Definitions of Foreign Subsidiary Reorganization

Foreign Subsidiary Reorganization means each of the transactions set forth on Schedule 1.1(f).

Foreign Subsidiary Reorganization means the reorganization of the Company’s Foreign Subsidiaries (including, the creation of a new holding company subsidiary to hold substantially all of the capital stock of the Company’s foreign subsidiaries).

Foreign Subsidiary Reorganization means that series of intercompany transactions occurring on or after the First Amendment Effective Date pursuant to which (a) first, BIH CV and the Foreign Stock Holding Company are organized and become Subsidiaries, subject to Section 5.15 and (b) second, except as otherwise indicated on Disclosure Schedule (5.15), the Stock of each Foreign Operating Subsidiary owned by a Credit Party as of the First Amendment Effective Date is sold or otherwise transferred to, and each such Foreign Operating Subsidiary becomes a direct subsidiary of, the Foreign Stock Holding Company. Immediately after giving effect to the Foreign Subsidiary Reorganization, the issued and outstanding Stock of each Subsidiary of Holdings will be owned by the Persons and in the amounts set forth on Disclosure Schedule (5.15).

Foreign Subsidiary Reorganization means the transfer of any Loan Party’s Foreign Located Assets used in its operations in Foreign Jurisdictions, to one or more Foreign Subsidiaries wholly owned by a Loan Party to the extent permitted by the Noteholder Agreements.

Foreign Subsidiary Reorganization means the transaction or series of transactions pursuant to which all of the issued and outstanding Capital Stock of the Hong Kong Subsidiaries will be transferred to X.X. Xxxxxx Pacific Rim Limited, a Hong Kong limited liability company, from other Credit Parties.

Foreign Subsidiary Reorganization means shall mean, collectively, the following transactions, to the extent consummated on or before December 31, 2011:

Foreign Subsidiary Reorganization means the reorganization more fully described in Schedule 6.7.