Remgro definition
Examples of Remgro in a sentence
On 25 May 2022, Remgro and SAS entered into a consortium bid conduct agreement (the “Original Agreement”) for the purpose of forming a consortium to evaluate and implement a potential cash-only offer as joint offerors under the Code for the entire issued and to be issued share capital of the Target (other than the Remgro Shares).
SAS shall provide all reasonable assistance to the Remgro Parties to assist with the obligations of the Remgro Parties pursuant to this Clause 21.5 and shall cooperate in good faith with regard to any South African exchange control requirements which apply in respect of the Dividend Access Scheme.
Upon acceptance of the B Offer as envisaged in 4 above, but subject to the provisions of 5.1 above, each B Offeree sells its Sale Shares to Remgro, and Remgro purchases the Sale Shares from the B Offerees, with effect from the Operative Date.
The Remgro Parties and SAS have agreed to establish the Company as a joint venture company for the purposes of: (i) making an offer under the City Code on Takeovers and Mergers for the entire issued and to be issued share capital of Mediclinic International plc (“Mediclinic”) (excluding the shares in Mediclinic held by the Remgro Parties) (the “Takeover Offer”); and (ii) carrying on the Business following Completion.
The Assets Transfer is further subject to the Company being satisfied (acting reasonably and having regard to such proposals as Mediclinic may make) that completing the Assets Transfer would not require it to withdraw, qualify or modify the working capital statements set out in the Enlarged Group Prospectus or the Al Noor Circular in any manner adverse to the implementation of the Scheme, the Remgro Subscription, the Al Noor Special Dividend and the Al Noor Tender Offer.
Remgro Healthcare and SAS have agreed to establish the Company as a joint venture company for the purposes of: (i) making an offer under the City Code on Takeovers and Mergers (the "Code") to acquire the entire issued and to be issued share capital of Mediclinic International plc (“Mediclinic”) (excluding the Rollover Shares) (the “Offer” and the “Offer Shares”); and (ii) carrying on the Mediclinic business following completion of the Offer.
Except as set out above, Remgro Health, Remgro Healthcare and Remgro Jersey shall be treated as a single Shareholder, and shall be jointly and severally liable in respect of any liability incurred under this Deed as a Shareholder or under the Articles.
If a B Offeree wishes to accept the B Offer, such B Offeree must sign this document in the space provided below and return the signed document, or a counterpart thereof, to Remgro before the B Offer Closing Date.
The Remgro Subscription is conditional on, inter alia, the Scheme becoming effective.
The Company shall enter Remgro Health, Remgro Healthcare, Remgro Jersey and SAS’s name in the register of members of the Company as the registered holder of their relevant Subscription Shares, and issue and deliver to each of them a share certificate in respect of their Subscription Shares in their name.