Certain United States Federal. Income Tax Considerations" and "Plan of Distribution," insofar as they describe the laws and documents referred therein, are accurate in all material respects.
Certain United States Federal. Income Tax Considerations" and "Description of Notes", insofar as they describe the terms of the agreements and securities referred to therein, are accurate and fairly present the information required to be shown.
Certain United States Federal. Income Tax Considerations," "Exchange Offer; Registration Rights," and "Risk Factors," to the extent that it constitutes statements of law, descriptions of statutes, rules or regulations, or summaries of documents or legal conclusions, has been reviewed by us and is correct in all material respects and presents fairly the information required to be disclosed therein.
Examples of Certain United States Federal in a sentence
For a summary of the material United States federal income tax consequences of the acquisition, ownership and disposition of the New Notes (including the requirements that must be met to avoid backup withholding and United States federal income tax withholding), Holders should refer to the "Certain United States Federal Income Tax Considerations" section of the Prospectus.
We hereby consent to the reference to this Firm in the Prospectus under the headings "Certain United States Federal Income Tax Consequences" and "Legal Opinions" and to the filing of this opinion as an exhibit to the Registration Statement.
Certain United States Federal Income Tax Consequences to the Reorganized Debtors 1.
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to all references to this firm under the headings "Summary -- Federal Income Tax Consequences", "Risk Factors -- Taxability of Warrant Issuance", "The Transaction -- Federal Income Tax Consequences" in the Proxy Statement and Prospectus and "Certain Federal Income Tax Consequences" and "Certain United States Federal Tax Considerations for Non-U.S. Holders of Class B Shares" in the Warrant Prospectus.
The statements in the Prospectus under the heading "Certain United States Federal Income Tax Consequences," to the extent they constitute matters of Federal tax law or legal conclusions with respect thereto, have been prepared or reviewed by us and, in our opinion, are correct in all material respects.
More Definitions of Certain United States Federal
Certain United States Federal. Income Tax Consequences" and "Notice to Investors" in the Offering Memorandum, insofar as such statements constitute a summary of legal matters or documents, are accurate in all material respects and present fairly the information set forth therein with respect to such legal matters and documents;
Certain United States Federal. Income Tax Consequences" and "Description of the Notes," have been reviewed by them, fairly summarize and fairly present the information required to be set forth with respect to the Securities in all material respects;
Certain United States Federal. Income Tax Considerations The receipt of cash pursuant to the Offer or the Merger will constitute a taxable transaction for federal income tax purposes under the Internal Revenue Code of 1986, as amended (the "Code"), and may also constitute a taxable transaction under applicable state, local, foreign and other tax laws. As a result, a tendering stockholder will generally recognize gain or loss for federal income tax purposes in an amount equal to the difference between the amount of cash received by the stockholder pursuant to the Offer or the Merger and such stockholder's aggregate adjusted tax basis in the Shares tendered and purchased pursuant to the Offer or the Merger. Gain or loss will be calculated separately for each block of Shares tendered and purchased pursuant to the Offer or the Merger. If tendered Shares are held by a tendering stockholder as capital assets (within the meaning of Section 1221 of the Code), any gain or loss recognized by the tendering stockholder will constitute capital gain or loss, and will constitute long-term capital gain or loss if the tendering stockholder held the underlying Shares for more than 12 months as of the date of disposition. A stockholder that tenders Shares may be subject to backup withholding unless the stockholder provides its taxpayer identification number and certifies that such number is correct or properly certifies that it is awaiting a taxpayer identification number, or unless an exemption applies. A stockholder who does not furnish its taxpayer identification number may be subject to a penalty imposed by the Internal Revenue Service. See "Procedures for Accepting the Offer and Tendering the Shares." If backup withholding applies to a stockholder, the Depositary is required to withhold 31% from payments to such stockholder. Backup withholding is not an additional tax. Rather, the amount of the backup withholding can be credited against the federal income tax liability of the person subject to the backup withholding, provided that the required information is given to the Internal Revenue Service. If backup withholding results in an overpayment of tax, a refund can be obtained by the stockholder upon filing an appropriate income tax return. The foregoing discussion may not be applicable with respect to Shares received pursuant to the exercise of employee stock options or otherwise as compensation or to stockholders who perfect their appraisal rights under Delaware Law or with respect to holders of Sha...
Certain United States Federal. Income Tax Considerations," "Description of Debt Securities," "Description of Shares of Beneficial Interest," "Description of Securities Warrants," "Certain Provisions of the Company's Declaration of Trust and By-Laws" and "Federal Income Tax Considerations Relating to the Company's REIT Status," in each case insofar as they constitute summaries of legal matters, documents or proceedings, constitute a fair summary thereof and the opinion of such counsel filed as Exhibit 8 to the Registration Statement is confirmed and the Agents may rely upon such opinion as if it were addressed to them;
Certain United States Federal. Income Tax Considerations," "Description of Notes," "Exchange Offer, Registration Rights," and "Plan of Distribution" (other than the Initial Purchasers' Information) and insofar as they purport to constitute a summary of the legal matters, provisions of federal statutes or documents referred to therein, fairly summarize such legal matters or provisions of federal statutes and the principal terms of the Transaction Documents in all material respects.
Certain United States Federal. Income Tax Considerations," "Plan of Distribution" and "Certain Legal Matters" and (B) in the Registration Statement in Items 15 and 17, in each case insofar as such statements constitute
Certain United States Federal. Income Tax Consequences” in the Preliminary Prospectus Supplement dated October 1, 2012. Settlement Date: October 4, 2012 CUSIP / ISIN: 000000XX0 / US958587BJ57 Ratings: [Ratings omitted] Joint Book-Running Managers: Citigroup Global Markets Inc. and X.X. Xxxxxx Securities LLC Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Citigroup Global Markets Inc. toll-free at 1-800-831-9146 or X.X. Xxxxxx Securities LLC collect at 0-000-000-0000. SCHEDULE III Closing Date and Location: 10:00 a.m., New York time October 4, 2012 Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP 0000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000