Brazil Transaction definition

Brazil Transaction means any Transfer, dividend, distribution, or spin-off of assets comprised of Brazil Assets, interests therein, or investments in any Brazil Transaction Subsidiary, including through a merger or consolidation of a Brazil Transaction Subsidiary to or with any Person.
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Brazil Transaction means any transaction pursuant to which the Company or any Restricted Subsidiary sells, conveys, transfers, assigns or otherwise transfers any assets located in Brazil owned by the Company or any such Restricted Subsidiary on the Issue Date (including the Capital Stock of any Restricted Subsidiary organized in Brazil) to another Person, in exchange for Capital Stock or other assets of that Person; provided that the aggregate net book value of all assets sold, conveyed, transferred, assigned or otherwise transferred pursuant to all such transactions since the Issue Date (other than Investments existing on the Issue Date in joint ventures located in Brazil that are not Restricted Subsidiaries) shall not exceed $150.0 million.
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Brazil Transaction means the transactions described in Section 2.1.
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Examples of Brazil Transaction in a sentence

  • The Company had minimum work commitments for Blocks 117 and 118 (part of Maha Brazil) which was sold as part of Maha Brazil Transaction.

  • Once your withdrawal request is approved, your withdrawal request will be processed by us and sent for execution to the same bank, credit card or other source from which the funds were debited or as we, in our absolute discretion determine, as soon as possible.

  • Following the Nextel Brazil Transaction and the AI Brazil Transaction, AMX would indirectlyown all of the outstanding shares of Nextel Brazil.

  • The NII Board further determined that, following the sale of substantially all of the assets of the Company pursuant to the Nextel Brazil Transaction, it was advisable and in the best interests of the Company, its stockholders, its creditors, its employees and others to voluntarily liquidate and dissolve the Company and distribute its remaining assets.

  • On June 27, 2019, the stockholders of NII approved the sale of substantially all of the assets of the Company through a sale of Nextel Brazil to AMX via the Nextel Brazil Transaction (the “Nextel Brazil Sale”) and the liquidation and dissolution of the Company, pursuant to the Plan, following the consummation of the Nextel Brazil Sale (the “Dissolution”).

  • Such action may affect our ability to execute your Brazil Transaction.

  • On 27 January 2023, the Maha Brazil Transaction was approved by the Brazilian antitrust authority and the closing is expected by the end of February 2023.

  • On 28 December 2022, Maha announced the divestment of its Brazilian subsidiary, the Maha Brazil Transaction.

  • The Maha Brazil Transaction was approved by the Brazilian antitrust authority on 27 January 2023 and was completed on 28 February 2023.

  • None of the Borrower or any Subsidiary will amend, modify or waive any of its rights under (i) any agreement or instrument governing or evidencing any Junior Indebtedness, (ii) its certificate of incorporation, bylaws or other organizational documents, or (iii) any of the Brazil Transaction Documents, in each case to the extent such amendment, modification or waiver could reasonably be expected to be adverse in any material respect to the Lenders.


More Definitions of Brazil Transaction

Brazil Transaction means the transactions contemplated by Section 2.1. EXECUTION COPY
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Brazil Transaction means any transaction pursuant to which the Parent Borrower or any Subsidiary sells, conveys, transfers, assigns or otherwise transfers any assets located in Brazil owned by the Parent Borrower or any such Subsidiary on the Restatement Effective Date (including the stock of any Subsidiary organized in Brazil) to another Person, in exchange for stock or other assets of that Person; provided that the aggregate net book value of all assets sold, conveyed, assigned or otherwise transferred pursuant to all such transactions on or since the Restatement Effective Date (other than investments existing on the Restatement Effective Date in joint ventures located in Brazil that are not Subsidiaries) shall not exceed $150.0 million.
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Related to Brazil Transaction

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Restricted Subsidiary pursuant to which the Borrower or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Securitization Assets (which may include a backup or precautionary grant of security interest in such Securitization Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person other than a Receivables Subsidiary.

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the Shareholders. Such term does not include:

  • Material Transaction means any material transaction in which the Company or any of its subsidiaries proposes to engage or is engaged, including a purchase or sale of assets or securities, financing, merger, consolidation, tender offer or any other transaction that would require disclosure pursuant to the Exchange Act, and with respect to which the Board of Directors of the Company reasonably has determined in good faith that compliance with this Agreement may reasonably be expected to either materially interfere with the Company's or such subsidiary's ability to consummate such transaction in a timely fashion or require the Company to disclose material, non-public information prior to such time as it would otherwise be required to be disclosed.

  • capital transactions means any of the following: the sale of all or any part of the assets of the Company; the refinancing of mortgages or other liabilities of the Company; the receipt of insurance proceeds; and any other receipts or proceeds are attributable to capital. (Check One) ☐ - SINGLE-MEMBER: A “Capital Account” for the Member shall be maintained by the Company. The Member's Capital Account shall reflect the Member’s capital contributions and increases for any net income or gain of the Company. The Member’s Capital Account shall also reflect decreases for distributions made to the Member and the Member’s share of any losses and deductions of the Company.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

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

  • Pawn transaction means the same as that term is defined in Section 13-32a-102.

  • Equity Transaction means, with respect to any member of the Consolidated Parties, any issuance or sale of shares of its Capital Stock, other than an issuance (a) to a Consolidated Party, (b) in connection with a conversion of debt securities to equity, (c) in connection with the exercise by a present or former employee, officer or director under a stock incentive plan, stock option plan or other equity‑based compensation plan or arrangement, or (d) in connection with any acquisition permitted hereunder.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Interim Capital Transactions means the following transactions if they occur prior to the Liquidation Date: (a) borrowings, refinancings or refundings of indebtedness (other than Working Capital Borrowings and other than for items purchased on open account or for a deferred purchase price in the ordinary course of business) by any Group Member and sales of debt securities of any Group Member; (b) issuances of equity interests of any Group Member (including the Common Units sold to the IPO Underwriters in the Initial Public Offering) to anyone other than the Partnership Group; (c) sales or other voluntary or involuntary dispositions of any assets of any Group Member other than (i) sales or other dispositions of inventory, accounts receivable and other assets in the ordinary course of business and (ii) sales or other dispositions of assets as part of normal retirements or replacements; and (d) capital contributions received by a Group Member.

  • 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.

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

  • Financial Transaction means purchase, redemption, exchange or any other transaction involving the movement of Shares initiated by an End-User.

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

  • Principal Transaction means any transaction between the Sponsor, the Manager or any of their respective Affiliates, on the one hand, and the Company or one of its Subsidiaries, on the other hand.

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Pro Forma Transaction means any transaction consummated as part of any Permitted Acquisition, together with each other transaction relating thereto and consummated in connection therewith, including any incurrence or repayment of Indebtedness.

  • Restructuring Transactions Memorandum means a document, to be included in the Plan Supplement, that sets forth the material components of the Restructuring Transactions and a description of the steps to be carried out to effectuate the Restructuring Transactions in accordance with the Plan, including the reorganization of the Debtors and issuance of the New Valaris Equity, through the Chapter 11 Cases, the Plan, or any Implementation Mechanism (including, in the United Kingdom, through the Administration).

  • Acquisition Transaction has the meaning set forth in Section 5.09(a).