Packaging Transaction definition

Packaging Transaction the transaction in which all of the following steps occur: (a) the Company will transfer its packaging business to Cryovac, (b) Grace Delaware and Cryovac will enter into new bank borrowings of approximately $1,200,000 and the proceeds will be transferred to the Company, (c) the Company will distribute the stock of Cryovac to Grace Delaware, (d) Grace Delaware will contribute the stock of the Company to New Grace, and (e) Grace Delaware will distribute to its public shareholders the stock of New Grace. `Parent': Grace Delaware, until such time as Grace Delaware in connection with the Packaging Transaction no longer directly or indirectly owns all of the stock of the Company, and thereafter, New Grace, except that for purposes of Section 12, the term Parent shall include New Grace and, until the Release Date, Grace Delaware. `Release Date': the date on which the Administrative Agent executes the release contemplated by subsection 13.16.
Packaging Transaction means a transaction or series of transactions whereby the Company's flexible packaging business is separated from the other businesses presently conducted by the Company and its subsidiaries (the "Non-Packaging Businesses"), and the Non-Packaging Businesses commence to be conducted by Grace Specialty Chemicals, Inc. (to be renamed W. R. Grace & Co.) and its subsidiaries. References herein to the "Successor Corporation" refer to Grace Specialty Chemicals, Inc. (to be renamed W. R. Grace & Co.).

Examples of Packaging Transaction in a sentence

  • The Banks and the Administrative Agent hereby agree that the waivers contained in Section 3.1 of this Amendment shall have effect for purposes of Section 8.2(b), Section 10(c) and Section 10(d) of the Credit Agreement, and hereby waive application of the provisions of Section 10(i) of the Credit Agreement solely insofar as the steps taken in connection with the Packaging Transaction might otherwise be deemed to result in a default under Section 10(i).

  • As of the date the Packaging Transaction occurs, the Successor Corporation shall expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company would have been required to perform this Agreement if the Packaging Transaction had not taken place.

Related to Packaging Transaction

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Restricted Subsidiary pursuant to which the Borrower or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Securitization Assets (which may include a backup or precautionary grant of security interest in such Securitization Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person other than a Receivables Subsidiary.

  • Hedging Transactions means any transactions or assets the Issuer or any of its affiliates (in the meaning of § 1 paragraph 7 German Banking Act (KWG), § 290 paragraph 2 German Commercial Law (HGB)) may have entered into or purchased in order to hedge the risk of entering into and performing its obligations with respect to the Certificates.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Financing Transaction means a transaction in which a licensed provider obtains financing from a financing entity including any secured or unsecured financing, any securitization transaction, or any securities offering which is either registered or exempt from registration under federal and state securities law.

  • Financing Transactions means (a) the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, (b) the borrowing of Loans hereunder and the use of the proceeds thereof and (c) the issuance, amendment or extension of Letters of Credit hereunder and the use of proceeds thereof.

  • Competing Transaction has the meaning set forth in Section 6.1(n).

  • Hedging Transaction of any Person shall mean (a) any transaction (including an agreement with respect to any such transaction) now existing or hereafter entered into by such Person that is a rate swap transaction, swap option, basis swap, forward rate transaction, commodity swap, commodity option, equity or equity index swap or option, bond option, interest rate option, foreign exchange transaction, cap transaction, floor transaction, collar transaction, currency swap transaction, cross-currency rate swap transaction, currency option, spot transaction, credit protection transaction, credit swap, credit default swap, credit default option, total return swap, credit spread transaction, repurchase transaction, reverse repurchase transaction, buy/sell-back transaction, securities lending transaction, or any other similar transaction (including any option with respect to any of these transactions) or any combination thereof, whether or not any such transaction is governed by or subject to any master agreement and (b) any and all transactions of any kind, and the related confirmations, which are subject to the terms and conditions of, or governed by, any form of master agreement published by the International Swaps and Derivatives Association, Inc., any International Foreign Exchange Master Agreement, or any other master agreement (any such master agreement, together with any related schedules, a “Master Agreement”), including any such obligations or liabilities under any Master Agreement.

  • Borrower Products means all products, software, service offerings, technical data or technology currently being designed, manufactured or sold by Borrower or which Borrower intends to sell, license, or distribute in the future including any products or service offerings under development, collectively, together with all products, software, service offerings, technical data or technology that have been sold, licensed or distributed by Borrower since its incorporation.

  • Proposed Transaction is defined in Section 6.2(a).

  • Securities Financing Transactions Regulation means Regulation (EU) 2015/2365 of the European Parliament and of the Council of 25 November 2015 on transparency of securities financing transactions and of reuse and amending Regulation (EU) No 648/2012;

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the holders of Common Shares. Such term does not include:

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Drag-Along Transaction has the meaning set forth in Section 4(d)(i) of the Stockholder Agreement.

  • Restructuring Transactions Memorandum means a document, to be included in the Plan Supplement, that sets forth the material components of the Restructuring Transactions and a description of the steps to be carried out to effectuate the Restructuring Transactions in accordance with the Plan, including the reorganization of the Debtors and issuance of the New Valaris Equity, through the Chapter 11 Cases, the Plan, or any Implementation Mechanism (including, in the United Kingdom, through the Administration).