Target Shares. Forthwith: (a) after the Closing Date, the Target Shares of shareholders who have accepted the Offer; (b) upon completion of any of the Compulsory Acquisition Procedures in respect of any Target Shares (the “Compulsory Acquisition Shares”), those Compulsory Acquisition Shares; and (c) following any purchase of Target Shares directly or indirectly in the open market by Bidco or any of its Subsidiaries after the Closing Date or where any Target Shares are tendered after the Closing Date (the “Open Market Shares”), those Open Market Shares, will, in each case, be beneficially owned by Bidco and Bidco will be entitled to and will forthwith become the legal and beneficial owner of all such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares free from any Security other than Transaction Security (as defined in the Senior Facilities Agreement) and all consents and filings necessary to permit the transfer of such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares to Bidco have been obtained or made save where failure to do so would not, or would not be reasonably be expected to, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Pik Facility Agreement (Nordic Telephone CO ApS), Pik Facility Agreement (Nordic Telephone CO ApS)
Target Shares. Forthwith:
(a) after the Closing Date, the Target Shares of shareholders who have accepted the Offer;
(b) upon completion of any of the Compulsory Acquisition Procedures in respect of any Target Shares (the “"Compulsory Acquisition Shares”"), those Compulsory Acquisition Shares; and
(c) following any purchase of Target Shares directly or indirectly in the open market by Bidco or any of its Subsidiaries after the Closing Date or where any Target Shares are tendered after the Closing Date (the “"Open Market Shares”"), those Open Market Shares, will, in each case, be beneficially owned by Bidco and Bidco will be entitled to and will forthwith become the legal and beneficial owner of all such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares free from any Security other than Transaction Security (as defined in the Senior Facilities Agreement) and all consents and filings necessary to permit the transfer of such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares to Bidco have been obtained or made save where failure to do so would not, or would not be reasonably be expected to, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Senior Facilities Agreement (Nordic Telephone CO ApS), Bridge Facility Agreement (Nordic Telephone CO ApS)
Target Shares. Forthwith:
(a) after the Closing Date, the Target Shares of shareholders who have accepted the Offer;
(b) upon completion of any of the Compulsory Acquisition Procedures in respect of any Target Shares (the “Compulsory Acquisition Shares”), those Compulsory Acquisition Shares; and
(c) following any purchase of Target Shares directly or indirectly in the open market by Bidco or any of its Subsidiaries after the Closing Date or where any Target Shares are tendered after the Closing Date (the “Open Market Shares”), those Open Market Shares, will, in each case, be beneficially owned by Bidco and Bidco will be entitled to and will forthwith become the legal and beneficial owner of all such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares free from any Security other than Transaction Security (as defined in the Senior Facilities Agreement) and all consents and filings necessary to permit the transfer of such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares to Bidco have been obtained or made save where failure to do so would not, or would not be reasonably be expected to, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Bridge Facility Agreement (Nordic Telephone CO ApS), Senior Facilities Agreement (Nordic Telephone CO ApS)
Target Shares. Forthwith:
(a) after the Closing Date, the Target Shares of shareholders who have accepted the Offer;
(b) upon completion of any of the Compulsory Acquisition Procedures in respect of any Target Shares (the “"Compulsory Acquisition Shares”"), those Compulsory Acquisition Shares; and
(c) following any purchase of Target Shares directly or indirectly in the open market by Bidco or any of its Subsidiaries after the Closing Date or where any Target Shares are tendered after the Closing Date (the “"Open Market Shares”"), those Open Market Shares, will, in each case, be beneficially owned by Bidco and Bidco will be entitled to and will forthwith become the legal and beneficial owner of all such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares free from any Security other than Transaction Security (as defined in the Senior Facilities Agreement) and all consents and filings necessary to permit the transfer of such Target Shares, Compulsory Acquisition Shares and/or Open Market Shares to Bidco have been obtained or made save where failure to do so would not, or would not be reasonably be expected to, have a Material Adverse Effect.
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