Examples of Tranche 2 Completion in a sentence
Upon Tranche 2 Completion, BTHL will be held as to approximately 83.90%, approximately 15.56% and approximately 0.54% by TWB Holdings, Glorify and ABL, respectively.
Accordingly, upon each of Tranche 1 Completion and Tranche 2 Completion, Glorify shall deposit with TWB Holdings, share certificates representing 51% of the Sale Shares acquired by Glorify at each of Tranche 1 Completion and Tranche 2 Completion, for the purpose of topping up Glorify’s obligations to pledge 51% of the BTHL Shares held by it.
Tranche 1 and the Tranche 2 Completion took place on 8 December 2021 and 28 March 2022, respectively and all the conditions precedent for Tranche 1 Completion and Tranche 2 Completion were fulfilled.
The Remaining Sale Shares would be acquired by the Acquirer from the Sellers in a proportion which would be intimated by the Sellers to the Acquirer at least 5 Business Days (as defined in the SPA) prior to the Tranche 2 Completion Date (as defined in the SPA).
This proforma has been prepared on the assumption that there will be no adjustment to the Tranche 1 and Tranche 2 Completion Consideration of £151 million and that no Deferred Consideration will be paid.
At Tranche 2 Completion, the Subscriber must pay the Subscription Price with respect to the Tranche 2 Subscription Shares in Immediately Available Funds.
Tranche 2 Completion shall take place (i) on 31 July 2025; or (ii) within 6 months of the service of the Termination Notice and on the date determined by the Non-Defaulter, if such date is not agreed between the Defaulter and the Non-Defaulter.
During the first 36 months of this period, the beneficiary is entitled to full benefits in any month when he or she is not engaged in SGA, provided that benefits have not been terminated for medical recovery or some other reason.
Notwithstanding the obligations in clause7.1, if the Company is unable to issue a Cleansing Statement immediately following Tranche 1 Completion or Tranche 2 Completion (as applicable), the Company is not required to issue a Cleansing Statement and will instead lodge a Cleansing Prospectus with ASIC (and the UKLA) as soon as reasonably practicable after Tranche 2 Completion, and in any event no later than the date that is 6 months after the Tranche 1 Completion Date.
This proforma has been prepared on the assumption that there will be no adjustment to the Tranche 1 and Tranche 2 Completion Consideration of £151 million in aggregate and that the Maximum Deferred Consideration will be paid.