Merger Scenario definition

Merger Scenario means the scenario in which the Debtors determine in their sole discretion to enter into the Merger and Purchase Agreement and consummate the Merger.
Merger Scenario means the scenario in which the Debtors determine to enter into the Merger Agreement in accordance with the Bidding Procedures Order.

Examples of Merger Scenario in a sentence

  • The effect of value added tax will differ between the Merger Scenario and the Alliance Scenario though.

  • Both the Merger Scenario and the Alliance Scenario show a high return on the investments made, yielding a pay-back of 5 years for the Merger Scenario and 5,5 years for the Alliance.

  • However, when assessing both financial and non- financial benefits, the Merger Scenario gives the best risk/return relationship even though the risks associated with a merger of the relevant parts of LFV/ANS and Naviair are deemed somewhat more comprehensive than in establishing an Alliance Company.

  • In the Merger Scenario, the commonly owned limited company will be subject to value added tax which will improve the financial situation for the merged company compared to the value added tax situation in Naviair as of today.

  • Together with a higher return on the investments, this makes the Merger Scenario both the most comprehensive and most viable way of establishing a formalised cooperation between LFV/ANS and Naviair.

  • However, the effects of the NUAC/SKAANE Scenario as well as the Alliance Scenario are more limited whereas the Merger Scenario will provide opportunities for all employees to develop competences and skills that will enable greater individual flexibility and opportunities.

  • Over the time period 2008 – 2020, the Merger Scenario shows accumulated cash flow savings of €253,1 million whereas the Alliance Scenario only accumulates less than 1/2 of the savings realised in the Merger Scenario, yielding an accumulated cash flow of €115,0 million.

  • One reason for this is that the Merger is the most comprehensive scenario regarding level of integration, complexity and changes compared to the current situation.Furthermore it is due to avoid repetition, because the Merger Scenario is presented as the first scenario.

  • The Alliance Scenario yields an integration cost of around €17- 20 million whereas the Merger Scenario integration costs are estimated at between €30 – 35 million, however yielding annual savings that is approximately two times higher than the Alliance Scenario.

  • On a relative comparison between the Scenarios examined, it is evident that the Merger Scenario in all aspects shows the highest potential but also is the most complex Scenario with relatively higher but still manageable risks.

Related to Merger Scenario

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Merger Subs has the meaning set forth in the Preamble.

  • Merger Sub has the meaning set forth in the Preamble.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Merger Closing means the “Closing” as defined in the Merger Agreement.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Merger Sub II has the meaning set forth in the Preamble.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • MergerSub has the meaning set forth in the Preamble.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Reorganized Company means the domestic stock company into which a mutual company has been converted, converted and merged, or converted and consolidated.

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Parent Closing Price means the average, rounded to the nearest one ten thousandth, of the closing sale prices of Parent Common Stock on the NYSE as reported by The Wall Street Journal for the five full NYSE trading days immediately preceding (but not including) the Effective Date.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • BCA shall have the meaning given in the Recitals hereto.

  • Merger Sub Common Stock means the shares of common stock, par value $0.001 per share, of Merger Sub.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • PubCo has the meaning set forth in the Preamble.