Examples of Rowan Delaware in a sentence
The Parent shall not, nor shall it permit any Subsidiary to, change the character of its business such that the principal business of the Parent and its Subsidiaries or Rowan Delaware and its Subsidiaries is not contract drilling or manufacturing substantially as conducted on the date of this Agreement.
Rowan will submit an application to the New York Stock Exchange (“NYSE”) and anticipates that, immediately following the effective time of the merger, the ADS will be listed on the NYSE under the symbol “RDC,” the current symbol for Rowan Delaware common stock.
The Indemnitee agrees to serve at the request of the Company and Rowan Delaware as a director of the Company (including, without limitation, service on one or more committees of the Board of Directors of the Company (the “Board”)) or as a secretary, executive or officer of the Company.
Rowan Delaware (a) is validly existing as a corporation and in good standing under the laws of the State of Delaware, (b) has the corporate power and corporate authority under the laws of the State of Delaware to execute and deliver, and incur and perform all of its obligations under the Rowan Delaware Indenture and (c) has duly authorized, executed and delivered the Rowan Delaware Indenture.
May 14, 2015 Page 5 Indenture (and any applicable supplemental indenture thereto or officer’s certificate) in such form as shall have been established in compliance with such Rowan Delaware Indenture (and any applicable supplemental indenture thereto or officer’s certificate), (ii) authenticated by the trustee under such Rowan Delaware Indenture and (iii) paid for and delivered in accordance with the applicable duly authorized definitive purchase, underwriting or similar agreement.
The Class A Ordinary Shares, Other Ordinary Shares and Preference Shares are referred to herein as “Equity Securities.” The Equity Securities, the Debt Securities, the Rowan UK Guarantees, the Rowan Delaware Guarantees, the Warrants, the Share Purchase Contracts and the Units are referred to herein as the “Securities.” This opinion is being furnished in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act.
The Class A Ordinary Shares, Other Ordinary Shares and Preference Shares are referred to herein as the “New Shares.” The Rowan UK Indentures and the Rowan Delaware Indentures are referred to herein as the “Indentures.” We have been asked by Rowan UK to give this opinion and have taken instructions in this regard solely from Rowan UK.
In the event of any payment under this Deed, the Company and Rowan Delaware shall be subrogated to the extent of such payment to all of the rights of recovery of the Indemnitee, who shall execute all papers required and take all action necessary to secure such rights, including execution of such documents as are necessary to enable the Company and/or Rowan Delaware to bring suit to enforce such rights.
Rowan Delaware shall have paid, or caused to be paid, all fees, expenses, and other amounts accrued and/or owing by the obligors under the Non-Extended Facility through and including the Closing Date.
We note that Rowan Delaware is incorporated under the laws of the State of Delaware and Rowan UK is incorporated under the laws of England and Wales.