Offerco definition
Examples of Offerco in a sentence
If the Merger Agreement has been executed prior to the Closing Date, (i) the Merger (if the Merger Agreement provides for a one-step merger of the Target with Offerco) or the Offer (if the Merger Agreement provides for the consummation of the Offer, followed by the consummation of the Merger) shall be consummated (A) substantially concurrently with the making of the initial Loans and (B) in accordance with the Merger Documents, which Merger Documents shall be reasonably acceptable to the Arrangers.
IBM shall and shall cause Offerco, prior to the taking up or paying for any Class B Shares, enter into agreements in the form of the Coattail Agreements whereby IBM and Offerco shall be subject to the same rights and obligations as the Shareholder thereunder and, notwithstanding anything herein contained or in any letter of transmittal, the obligation of the Shareholder to sell its Class B Shares pursuant to the Offer shall be conditional upon IBM entering into such agreements.
At the Effective Time, Newco Canada Exchangeco shall give irrevocable instructions for the delivery of the appropriate number of shares of Spinco Common Stock and Exchangeable Shares to each holder of Class B Common Shares of Offerco in accordance with Article 4 of the Plan of Arrangement.
Domtar shall use its reasonable best efforts to cause the Class B Common Shares of Offerco to be listed and posted for trading on the TSX, subject to compliance with the by-laws and requirements of the TSX.
Any certificate which immediately prior to the Effective Time represented outstanding Domtar Common Shares that were exchanged pursuant to section 2.2 that is not deposited with all other instruments required by section 4.1 on or prior to the date of the notice referred to in section 5.7.2 of the Exchangeable Share Provisions, shall cease to represent a claim or interest of any kind or nature as a shareholder of Offerco, Newco Canada Exchangeco or Spinco.
In the event that Offerco makes or participates in the making of the Offer, the term "PET" as used herein shall include Offerco, other than in Schedule "D" where the term PET shall not include Offerco, but PET shall continue to be liable as the principal obligor to Profound for any default by any such entity in the performance of any of PET's obligations hereunder.
Immediately prior to the Closing Date, DDII will not own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person other than its interests in ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ Exchangeco, Exchangeco Subsidiary, Offerco, Wapawekka Lumber Partnership and Wapawekka Lumber.
Immediately prior to the Closing Date, Spinco will not own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person, except for its interests in Newco, DDII, Newco Holding, Newco Canada, Old Newco Canada, Newco Canada Exchangeco, Exchangeco Subsidiary, Offerco, Wapawekka Lumber Partnership and Wapawekka Lumber.
Immediately prior to the Closing Date, Newco Canada will not own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person other than its interests in Newco Canada Exchangeco, Exchangeco Subsidiary, Offerco, Wapawekka Lumber Partnership and Wapawekka Lumber.
IBM will cause Offerco to make offers for all of the outstanding Class A Shares and Class B Shares including any Class B Shares issuable upon the conversion of Class A Shares and any Class A Shares issuable upon the exercise of stock options and warrants or other convertible securities of the Corporation, on the terms and subject to the conditions specified in Schedule "C" to this Agreement (collectively, the "Offer").