Arrangement Agreement and Plan of Merger means the Arrangement Agreement and Plan of Merger, dated as of August 26, 2014, by and among Restaurant Brands International, Restaurant Brands International Limited Partnership (previously known as New Red Canada Partnership), Burger King Worldwide, Inc., Blue Merger Sub, Inc., 8997900 Canada Inc. and Tim Hortons Inc., as amended.

Arrangement Agreement and Plan of Merger means the Arrangement Agreement and Plan of Merger, dated as of August 26, 2014, by and among Holdings, Partnership, Burger King Worldwide, Blue Merger Sub, Inc., 8997900 Canada Inc. and Xxx Hortons, as the same may be amended prior to the Escrow Release Date.

Examples of Arrangement Agreement and Plan of Merger in a sentence

To effect the Acquisition, (i) certain Investors will make the Equity Contribution and (ii) the Parent Borrower will indirectly consummate the transactions contemplated by the Arrangement Agreement and Plan of Merger, dated as of August 26, 2014 (as amended, the “Acquisition Agreement”), by and among BKW, 1011773 B.C. Unlimited Liability Company, New Red Canada Partnership, Blue Merger Sub, Inc., 8997900 Canada Inc.
Effective December 12, 2014, as a result of the Arrangement Agreement and Plan of Merger dated as of August 26, 2014 (the “Arrangement Agreement”) among the Company, Burger King Worldwide, Inc., and Tim Hortons Inc.
Prior to the Escrow Release Date, the Issuers will not own, hold or otherwise have any interest in any assets other than the Escrow Account, cash and Cash Equivalents and its rights under the Arrangement Agreement and Plan of Merger.
In addition, prior to the Escrow Release Date, the Issuers may enter into non-speculative hedging agreements in connection with financing arrangements associated with the Arrangement Agreement and Plan of Merger.
Effective December 12, 2014, as a result of the Arrangement Agreement and Plan of Merger dated as of August 26, 2014 among the Company, Burger King Worldwide and Tim Hortons Inc., the Company assumed all of the obligations of Burger King Worldwide under the Plan and all of the Prior Award Agreements.
Such arrangements foster the evolution of an ever-increasing web of "state interventionism." They are also susceptible to the creation of new distortions (e.g., through failure to fix the equilibrium exchange rate for commercial trade), and they spur the emergence of multiple exchange rate regimes and of "black markets." There are unlikely to be consistent with GATT rules or the Maastricht Treaty of the EU, and they are certainly at odds with the OECD Liberalization of Capital Movements Code.

More Definitions of Arrangement Agreement and Plan of Merger

Arrangement Agreement and Plan of Merger means the Arrangement Agreement and Plan of Merger, dated as of August 26, 2014, by and among Restaurant Brands International, the Company, Burger King Worldwide, Inc., Blue Merger Sub, Inc., 8997900 Canada Inc. and Xxx Xxxxxxx Inc., as amended. “Asset Disposition” means: (a) the voluntary sale, conveyance, transfer or other disposition, whether in a single transaction or a series of related transactions, of property or assets (including by way of a Sale and Leaseback Transaction) of the Company or any of its Restricted 5 or as part of or pursuant to an equity incentive or compensation plan approved by the Board of Directors; (7) any dispositions or issuances of Capital Stock, properties or assets in a single transaction or series of related transactions with a fair market value (as determined in good faith by the Company) of less than the greater of $375.0 million and 15.0% of LTM EBITDA; (8) any Restricted Payment that is permitted to be made, and is made, under Section 3.3 hereof and the making of any Permitted Payment or Permitted Investment or, solely for purposes of Section 3.5(a)(3) hereof, asset sales, the proceeds of which are used to make such Restricted Payments or Permitted Investments; (9) dispositions, issuances and sales in connection with Permitted Liens, Permitted Intercompany Activities, Permitted Restructuring and related transactions; (10) dispositions of receivables in connection with the compromise, settlement or collection thereof in the ordinary course of business or consistent with past practice or consistent with industry practice or in bankruptcy or similar proceedings and exclusive of factoring or similar arrangements; (11) conveyances, sales, transfers, licenses, sublicenses, cross-licenses or other dispositions of intellectual property, software or other general intangibles and licenses, sublicenses, cross-licenses, leases or subleases of other property, in each case, in the ordinary course of business or consistent with past practice or consistent with industry practice or pursuant to a research or development agreement in which the counterparty to such agreement receives a license in the intellectual property or software that result from such agreement; (12) the lease, assignment, license, sublease or sublicense of any real or personal property in the ordinary course of business or consistent with industry practice; (13) foreclosure, condemnation, expropriation, forced disposition or any similar action with respect to any pr...

Related to Arrangement Agreement and Plan of Merger

Agreement and Plan of Merger has the meaning set forth in the first recital above.
Arrangement Agreement has the meaning ascribed thereto in the recitals hereof;
Plan of Merger has the meaning set forth in Section 2.2.
Agreement of Merger has the meaning set forth in Section 2.01(b).
Bank Merger Agreement has the meaning set forth in Section 6.10.
Acquisition Agreements has the meaning specified in the Recitals.
Merger Agreement has the meaning set forth in the Recitals.
Company Acquisition Agreement has the meaning set forth in Section 5.04(a).
Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).
Amendment and Restatement Agreement means the Amendment and Restatement Agreement, dated as of January 29, 2016, among the Borrowers, the Lenders party thereto and the Administrative Agent.
Reorganization Agreement has the meaning set forth in the recitals.
Restatement Agreement has the meaning set forth in the introductory statement of this Agreement.
Transaction Agreement has the meaning set forth in the recitals.
Formation Agreement has the meaning attributed to it in Recital A;
Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.
Parent Agreement has the meaning given to it in Clause 12;
Limited Condition Acquisition Agreement means, with respect to any Limited Condition Acquisition, the definitive acquisition documentation in respect thereof.
Second Amendment Agreement means that certain Second Amendment Agreement dated as of October 4, 2011, among Xxxxx 0, xxx Xxxxxxxx, Xxxxxxx Xxxxx Capital Corporation, as administrative agent and collateral agent, and the Tranche B II Term Lenders party thereto, providing for, among other things, the amendment and restatement of the 2009 Credit Agreement.
Amalgamation Agreement means the Amalgamation Agreement dated as of June 26, 2020 among Cybin, Clarmin and Subco relating to the Amalgamation, as amended on October 21, 2020, a copy of which is available under the Company’s profile on the SEDAR website at www.sedar.com.
Restructuring Agreement shall have the meaning set forth in the recitals.
Amendment Agreement shall have the meaning assigned to such term in the recitals hereto.
Master Separation Agreement has the meaning set forth in the recitals.
Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.
Support Agreement has the meaning set forth in the Recitals.
New Management Agreement means the management agreement to be entered into between Buyer and the Manager for the operation and management of the Hotel on and after the Closing Date.
Business Combination Agreement shall have the meaning given in the Recitals hereto.

Arrangement Agreement and Plan of Merger definition

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