Redomestication definition
Redomestication means a change of the domicile of the Company from Bermuda to the State of Delaware, causing the Company to become a U.S.-domiciled corporation.
Redomestication has meaning assigned to such term in Section 6.03(a)(iii).
Redomestication means the transfer to or from this state of the insurance domicile of an authorized captive insurer.
Examples of Redomestication in a sentence
For U.S. federal income tax purposes, the Redomestication Merger is intended to constitute a “reorganization” within the meaning of Section 368(a) of the Code.
The representations, warranties and covenants of each Predecessor Fund contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall not survive the consummation of the Redomestication of such Predecessor Fund.
The holders of certificates previously evidencing Parent Ordinary Shares outstanding immediately prior to the Redomestication Effective Time shall cease to have any rights with respect to such Parent Ordinary Shares, except as provided herein or by Law.
At the Redomestication Effective Time, the Parent Public Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist.
At the Redomestication Effective Time, the Parent Sponsor/EBC Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist.
More Definitions of Redomestication
Redomestication means a series of transactions pursuant to which, among other things, (a) Irish Newco shall become the publicly held indirect parent company of the Borrower in lieu of WGHL, (b) EMUCo shall become a wholly-owned direct or indirect subsidiary of Irish Newco, and (c) after giving affect thereto (i) Irish Newco, EMUCo and/or any other Subsidiary shall collectively own substantially all the assets owned by WGHL immediately prior to such transactions and (ii) the Borrower shall be a wholly owned, indirect Subsidiary of Irish Newco and EMUCo. The Redomestication shall be deemed to have been consummated on the date on which Irish Newco, EMUCo and/or any other Subsidiary shall collectively own substantially all of the assets (including all indirect Equity Interests in the Borrower) owned by WGHL immediately prior to the transactions referred to in this definition and Irish Newco is the publicly held indirect parent company of the Borrower in lieu of WGHL.
Redomestication means:
(a) any amalgamation, merger, plan or scheme of arrangement, exchange offer, business combination, reincorporation, reorganization, consolidation or similar action of the Weatherford Parent Company with or into any other person (as such term is used in Section 13(d) of the Exchange Act), or of any other person (as such term is used in Section 13(d) of the Exchange Act) with or into the Weatherford Parent Company, or the sale, distribution or other disposition (other than by lease) of all or substantially all of the properties or assets of the Weatherford Parent Company and its Subsidiaries taken as a whole to any other person (as such term is used in Section 13(d) of the Exchange Act),
(b) any continuation, discontinuation, domestication, redomestication, amalgamation, merger, plan or scheme of arrangement, exchange offer, business combination, reincorporation, reorganization, conversion, consolidation or similar action with respect to the Weatherford Parent Company pursuant to the law of the jurisdiction of its organization and of any other jurisdiction, or
(c) the formation of a Person that becomes, as part of the transaction or series of related transactions, the direct or indirect owner of substantially all of the voting shares of the Weatherford Parent Company (the “New Parent”), if as a result thereof
Redomestication means the transfer to this state of the corpo-
Redomestication in Section 1.01 of the Credit Agreement are hereby amended and restated in their entirety to read as follows:
Redomestication means the continuation of Stellar by way of domestication of Stellar into a Delaware corporation, with the shares of common stock of Stellar becoming common stock of the Delaware corporation under the applicable provisions of the BCA and the DGCL and the term includes all matters and necessary or ancillary changes in order to effect such Redomestication, including the adoption of the Certificate of Incorporation and Bylaws for the Successor consistent with the DGCL (as attached hereto at Annex A and Annex B, respectively) and changing the name and registered office of Stellar to “Phunware, Inc.”. Pursuant to the Redomestication, Stellar’s existence as a corporation incorporated under the laws of the Republic of the Marshall Islands would cease.
Redomestication means:
(a) any amalgamation, merger, conversion or consolidation of the Company with or into any other person (as such term is used in Section 13(d) of the Exchange Act), or of any other person (as such term is used in Section 13(d) of the Exchange Act) with or into the Company, or the sale or other disposition (other than by lease) of all or substantially all of the properties or assets of the Company and its Subsidiaries taken as a whole to any other person (as such term is used in Section 13(d) of the Exchange Act),
(b) any continuation, discontinuation, amalgamation, merger, conversion, consolidation or domestication or similar action with respect to the Company pursuant to the law of the jurisdiction of its organization and of any other jurisdiction, or
(c) the formation of a Person that becomes, as part of the transaction, the owner of 100% of the voting shares of the Company (the “New Parent”), if as a result thereof
Redomestication shall have the meaning set forth in Section 6.18(a). “Remaining Issued Units” shall have the meaning set forth in Section 5.5(d). “Representatives” shall have the meaning set forth in Section 6.14(a). “SEC” shall mean the Securities and Exchange Commission.