Examples of Holdco Reorganization in a sentence
In accordance with Section 5.1 and Section 9.1(1) of the Indenture, effective simultaneously with the Holdco Reorganization, the Company hereby expressly assumes the due and punctual payment of all amounts due in respect of the principal of (and premium, if any) and interest on all the Notes and the performance of the covenants and obligations of Oshkosh under the Indenture.
In accordance with Section 5.1 and Section 5.2 of the Indenture, effective simultaneously with the Holdco Reorganization, the Company shall succeed to, and be substituted for, and may exercise every right and power of, Oshkosh under the Indenture, with the same effect as if the Company had been named as “the Company” or “the Issuer” therein.
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This Agreement shall be governed by and construed in accordance with the Laws of the State of Delaware, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the law of any jurisdiction other than the State of Delaware (except that the Cayman Companies Act shall apply to the Merger and applicable Dutch Law shall apply to the Company Share Exchange and the Holdco Reorganization).
Notwithstanding the foregoing, if the Holdco Reorganization is consummated on or prior to the Alliance Boots Acquisition Closing Date, the obligations of Walgreens under the Parent Guarantee will automatically and unconditionally be released and discharged.
So long as the Holdco Reorganization is consummated on or prior to the Alliance Boots Acquisition Closing Date, the Walgreens Guarantee shall for any reason cease (other than in accordance with the terms hereof) to be valid and binding on Walgreens, or Walgreens shall so state in writing.
The holders of the Company’s H Shares are reminded that pursuant to the Articles of Association of the Company and for determining the right of shareholders to attend and vote at the AGM, the register of the shareholders of the Company shall be closed from 29 April 2014 (Tuesday) to 29 May 2014 (Thursday) (both days inclusive), during which period, no transfer of shares will be registered.
Section 11.22 of the Credit Agreement provides that OSK may effectuate the Holdco Reorganization, subject to certain conditions, including the execution and delivery of this Agreement.
In connection with the Holdco Reorganization, the Company shall take such actions (including the creation of new Persons and the transfer or other exchange of Capital Stock and/or assets) and consummate such transactions as its officers and directors deem reasonably necessary or desirable to create a holding company entity (“Holdco”) that will hold, directly or indirectly, all of the issued and outstanding Capital Stock of OSK and its wholly-owned Subsidiaries in existence at such time.
Kaminak then distributed 80% of the shares and 100% of the share purchase warrants to the existing Kaminak shareholders pursuant to a corporate restructuring transaction (“Plan of Arrangement”).