Merger Scenario definition

Merger Scenario means the scenario in which the Debtors determine in their sole discretion to enter into the Merger and Purchase Agreement and consummate the Merger.
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Merger Scenario means the scenario in which the Debtors determine to enter into the Merger Agreement in accordance with the Bidding Procedures Order.
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Examples of Merger Scenario in a sentence

  • In the Merger Scenario, EFH Corp.’s direct and indirect Interests in each of its subsidiaries (other than EFIH and Oncor) will be either (a) canceled or abandoned pursuant to the Plan or (b) acquired by New EFH pursuant to the Merger with such acquired subsidiaries having been discharged and released, to the fullest extent permitted under applicable law, pursuant to the Plan.

  • The effect of value added tax will differ between the Merger Scenario and the Alliance Scenario though.

  • On a relative comparison between the Scenarios examined, it is evident that the Merger Scenario in all aspects shows the highest potential but also is the most complex Scenario with relatively higher but still manageable risks.

  • In the Merger Scenario, on or before the Effective Date, New EFH may seek to acquire all or a portion of the minority interest of Texas Transmission Investment LLC and/or Oncor Management Investment LLC either (a) pursuant to the drag-along rights set forth in the Investor Rights Agreement or (b) in a privately negotiated transaction with Texas Transmission Investment LLC and/or Oncor Management Investment LLC.

  • One reason for this is that the Merger is the most comprehensive scenario regarding level of integration, complexity and changes compared to the current situation.Furthermore it is due to avoid repetition, because the Merger Scenario is presented as the first scenario.

  • Networking & Communication activities will be applied towards engaging members to inform a renewed strategic plan for 2022-2027 by means of several tools, including an annual survey of members; Program working group feedback; The annual program meeting in May 2021 and the Fall 2021 leads meeting; and Informal one-on-one check-ins with leads throughout the year.

  • Together with a higher return on the investments, this makes the Merger Scenario both the most comprehensive and most viable way of establishing a formalised cooperation between LFV/ANS and Naviair.

  • In the Merger Scenario, the TCEH Settlement Claim will be deemed satisfied upon Consummation.

  • On the Effective Date, in the Merger Scenario, Reorganized EFH shall be authorized to issue [ ] shares of Reorganized EFH Common Stock, which shall be converted into [ ] shares of Parent Common Stock pursuant to and subject to the terms and conditions of the Merger Agreement (as described in Article IV.B.3 of the Plan).

  • In the Merger Scenario, New EFH shall issue the Rights, as set forth in the Plan and the Rights Offering Procedures.

Related to Merger Scenario

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Merger Subs has the meaning set forth in the Preamble.

  • Merger Sub has the meaning set forth in the Preamble.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Merger Closing shall have the meaning set forth in Section 2.2.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Merger Sub II has the meaning set forth in the Preamble.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • MergerCo has the meaning set forth in the Preamble.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • MergerSub has the meaning set forth in the Preamble.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Reorganized Company means the Company, as reorganized pursuant to and under the Plan, on and after the Effective Date, or any successor or assign thereof.

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Parent Closing Price means the volume weighted average closing trading price of a share of Parent Common Stock on Nasdaq for the five consecutive trading days ending five trading days immediately prior to the date upon which the Merger becomes effective.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • BCA shall have the meaning given in the Recitals hereto.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • PubCo has the meaning set forth in the Preamble.