BMCA Acquisition Sub definition

BMCA Acquisition Sub has the meaning specified in the recital of parties to this Agreement.

Examples of BMCA Acquisition Sub in a sentence

  • Following the consummation of the Tender Offer, BMCA will cause BMCA Acquisition Sub to merge into Elk (the “Merger”) thereby acquiring the balance of the Company Stock and will refinance substantially all of the outstanding indebtedness of Elk (collectively, the Term Loan Facility, the Revolving Credit Facility, the Bridge Loan Facility, the Tender Offer, the acquisition of the Option Stock (as hereinafter defined), such refinancings and the Merger, the “Transaction”).

  • BMCA Acquisition and BMCA Acquisition Sub hereby appoint BMCA, and BMCA shall act under this Agreement, as the agent, attorney-in-fact and legal representative of BMCA Acquisition and BMCA Acquisition Sub for all purposes, including requesting Term Loan Advances, issuing Notices of Borrowing or taking any other action under any Loan Document and receiving account statements and other notices and communications to the Borrowers (or any of them) from any Agent or any Lender.

  • BMCA Acquisition and BMCA Acquisition Sub hereby appoint BMCA, and BMCA shall act under this Agreement, as the agent, attorney-in-fact and legal representative of BMCA Acquisition and BMCA Acquisition Sub for all purposes, including requesting Loans, issuing a Notice of Borrowing or taking any other action under any Loan Document and receiving account statements and other notices and communications to the Borrowers (or any of them) from any Agent or any Lender.

  • BMCA Acquisition and BMCA Acquisition Sub hereby appoint BMCA, and BMCA shall act under this Agreement, as the agent, attorney-in-fact and legal representative of BMCA Acquisition and BMCA Acquisition Sub for all purposes, including requesting Advances, issuing Notices of Borrowing or taking any other action under the Loan Documents and receiving account statements and other notices and communications to the Borrowers (or any of them) from any Agent or any Lender.

  • Following the consummation of the Tender Offer, BMCA will cause BMCA Acquisition Sub to merge into Elk (the “Merger”) thereby acquiring the balance of the Company Stock and will refinance substantially all of the outstanding indebtedness of Elk (collectively, the Revolving Credit Facility, the Term Loan Facility, the Bridge Loan Facility, the Tender Offer, the acquisition of the Option Stock (as hereinafter defined), such refinancings and the Merger, the “Transaction”).

  • Following the consummation of the Tender Offer, BMCA will cause BMCA Acquisition Sub to merge into Elk (the “Merger”), thereby acquiring the balance of the Company Stock and will refinance substantially all of the outstanding indebtedness of Elk (collectively, the Bridge Loan Facility, the Revolving Credit Facility, the Term Loan Facility, the Tender Offer, the acquisition of the Option Stock (as hereinafter defined), such refinancings and the Merger, the “Transaction”).

  • BMCA Acquisition and BMCA Acquisition Sub hereby appoint BMCA, and BMCA shall act under this Agreement, as the agent, attorney-in-fact and legal representative of BMCA Acquisition and BMCA Acquisition Sub for all purposes, including taking any action under any Loan Document and receiving account statements and other notices and communications to the Borrowers (or any of them) from any Agent or any Lender.

  • Following the consummation of the Tender Offer, BMCA will cause BMCA Acquisition Sub to merge into Elk (the "MERGER"), thereby acquiring the balance of the Company Stock and will refinance substantially all of the outstanding indebtedness of Elk (collectively, the Term Loan Facility, the Revolving Credit Facility, the Bridge Loan Agreement, this Agreement, the Tender Offer, such refinancings, the Merger and the acquisition of the Option Stock (as hereinafter defined), the "TRANSACTION").

  • Definitions 60 ANNEXES Annex I – Financing Commitments Annex II – Form of Guarantee Annex III – Offer Conditions AGREEMENT AND PLAN OF MERGER, dated as of February 9, 2007 (this “Agreement”), among BMCA Acquisition Inc., a Delaware corporation (“Parent”), BMCA Acquisition Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and ElkCorp, a Delaware corporation (the “Company”).

Related to BMCA Acquisition Sub

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

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

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • MergerSub has the meaning set forth in the Preamble.

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

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

  • 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 II has the meaning set forth in the Preamble.

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

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

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

  • Seller Parent has the meaning set forth in the Preamble.

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

  • Blocker has the meaning set forth in the preamble.

  • Buyer Parent has the meaning set forth in the Preamble.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • Acquisition Corp. shall have the meaning given to such term in the preamble to this Agreement.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

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

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Holdco has the meaning set forth in the Preamble.