Reorganisation Transaction definition

Reorganisation Transaction means a solvent reorganisation of the Group by any means including the acquisition of the Company by a New Holding Company or any other reorganisation of the Group involving the Group’s share or debt capital (including the conversion, consolidation, sub-division or redesignation (as appropriate) of the Shares into a single class of ordinary shares) in preparation for an internal Group reorganisation, Exit or Refinancing and which may involve the exercise of the rights set out in Clause 13 (Reorganisation Transactions);

Reorganisation Transaction means an intra-group transaction as defined in section 45(1) to which section 45 applies.

Reorganisation Transaction means any actions taken by any Codan Group Company and/or its shareholders, as Intact considers (in its discretion, but after consultation with the other Parties) necessary, appropriate or desirable for the purposes of enabling or assisting a CodanDK Disposal to occur including, but not limited to, any steps taken: (i) to liquidate, dissolve or wind up, merge or demerge, or any similar corporate action any entity within the Codan Group; (ii) to reclassify such entity's shares in connection with the proposed CodanDK Disposal; (iii) to adopt any new articles of association of such entity; or (iv) to establish a new holding company of such entity;

Examples of Reorganisation Transaction in a sentence

• Finally, it should be remembered that on 5 February 2013 the Board of Directors of Seat Pagine GialleS.p.A. announced that the economic and financial targets set out in the 2011-2013 strategic guidelines and in the estimated 2015 projections prepared in the course of the Reorganisation Transaction completed in September 2012 were no longer current and attainable in the light of the present performance and market forecasts.

• The Company shall procure that the relevant Group Company shall pay all costs, fees and expenses in connection with any Exit, Refinancing or Reorganisation Transaction (including advisers’ fees) that the Fund Investor Direction stipulates if and to the extent permissible under applicable law.

• The Share Acquisition and the Reorganisation Transaction are collectively hereinafter referred to as “the Transactions”.

• The consolidated financial statements have been prepared in accordance with requirements of the US Generally Accepted Accounting Principles (“US GAAP”) and are presented in US dollars, unless otherwise stated.The Reorganisation Transaction was treated as a combination of entities under common control in line with Accounting Standards Codification (“ASC”) 805, Business Combinations whereby the receiving entity, Coronado Global Resources, Inc.

• The financial statements presented following the Reorganisation Transaction are those of the receiving entity (Coronado Global Resources, Inc.) and are retrospectively adjusted to present that entity as if it always held the net assets or equity interests previously held by the seller, Coronado LLC.

More Definitions of Reorganisation Transaction

Reorganisation Transaction means any reorganisation transaction as defined in section 23N. (2) Notwithstanding any other provision of this Act, any amount of interest incurred by an

Reorganisation Transaction means a reorganisation of Stubco or the Group by any means, including the acquisition of Investorco by a New Holding Company or any other reorganisation of Stubco or the Group involving Stubco or the Group's share or debt capital in preparation for an Exit or acquisition of another business by a Stubco or a Group Company;

Reorganisation Transaction shall have the meaning given to it in the Articles; "Return(s)" shall have the meaning given to it in the Articles;

Reorganisation Transaction means, save in the case of a Relevant Event, a reorganisation of the Cobham Group and/or the Ultra Group by any means, including the acquisition of Cobham or a company forming part of the Ultra Group by a New Holding Company or any member of the Cobham Group or any other reorganisation of Cobham, Cobham Parent or the Ultra Group, involving the share or debt capital of Cobham, the Cobham Parent or the Ultra Group;

Reorganisation Transaction means a solvent reorganisation of the Group by any means, including the acquisition of the Company by a New Holding Company or any other reorganisation of the Group involving the Group's share or debt capital (including the conversion, consolidation, sub-division or redesignation (as appropriate) of the Shares into a single class of ordinary shares) in preparation of an Exit, Refinancing or acquisition of another business by a Group Company and which may involve the exercise of the rights set out in clause 21, provided always that, in connection with such reorganisation: (i) all shareholders of a class (or equivalent classes) of Securities are treated on a consistent and pari passu basis on any such reorganisation: (ii) if any of the Sheikh Ventures Investors or the Trust Investors receives liquidity in connection with such reorganisation in respect of Securities it holds, the other Shareholders also receive liquidity as if the waterfall in article 12 of the Articles applied; and (iii) the THCP Investors do not suffer any materially adverse tax consequences and that due regard shall be had, when structuring any such reorganisation, as to their reasonable tax planning concerns;

Reorganisation Transaction means (a) the disposal by Valeant Pharmaceuticals Switzerland GmbH ("VPS") of all of the shares held by VPS in (i) the capital of ICN Polfa Rzeszow S.A. (constituting 26.63% of its share capital) and (ii) the capital of Valeant Czech Pharma s.r.o., (b) the disposal by VPI Netherlands BV ("VPIN") of all of the shares held by VPIN in the capital of Csatarka Irodahaz KFT.

Reorganisation Transaction means a solvent reorganisation of the Group by any means, including the acquisition of the Company by a New Holding Company or any other reorganisation of the Group involving the Group's share or debt capital (including the conversion, consolidation, sub-division or redesignation (as appropriate) of the Shares into a single class of ordinary shares) in preparation of an Exit, Refinancing or acquisition of another business by a Group Company, provided always that, in connection with such reorganisation: (i) all shareholders of a class (or equivalent classes) of Shares are treated on a consistent and pari passu basis on any such reorganisation; (ii) if any of the Sheikh Ventures Investors or the Trust Investors receives liquidity in connection with such reorganisation in respect of Shares it holds, the other Shareholders also receive liquidity as if the waterfall in Article 12 applied; and (iii) the THCP Investors do not suffer any materially adverse tax consequences and that due regard shall be had, when structuring any such reorganisation, as to their reasonable tax planning concerns;