Closing Date Reorganization definition

Closing Date Reorganization a corporate reorganization occurring on or prior to the Closing Date in which all shareholders in accordance with the transaction steps attached hereto as Exhibit G.

Closing Date Reorganization means that portion of the Reorganization other than the USB V Transfer.

Closing Date Reorganization the series of transactions contemplated by the Closing Date Reorganization Documents and any other transactions or actions incidental thereto.

Examples of Closing Date Reorganization in a sentence

• The Lender shall have received evidence reasonably satisfactory to it that, prior to or substantially concurrently with the occurrence of the Closing Date, the Closing Date Reorganization shall have occurred pursuant to the terms of the Reorganization Documents.

• The Closing Date Reorganization shall have been completed in accordance with applicable Requirements of Law.

• The appropriate office for the filing of financing statements for each of the Borrower and each Guarantor as of the Closing Date, after giving effect to the Closing Date Reorganization, is specified on Schedule 3.15.

• Except as set forth on Schedule 5.20(c) or, with respect to the mergers, consolidations and other changes in structure set forth in the Closing Date Reorganization Documents, no Loan Party has during the five years preceding the Closing Date (i) changed its legal name, (ii) changed its state of formation or (iii) been party to a merger, consolidation or other change in structure.

• After giving effect to the Closing Date Reorganization, all Equity Interests of PHI Corporate, LLC are owned by the Borrower and the Borrower has no Subsidiaries other than PHI Corporate, LLC and its Subsidiaries.

• Schedule 3.11 sets forth, as of the Closing Date (a) prior to giving effect to the Closing Date Reorganization, the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by PHI, Inc.

• Cause (a) the Closing Date Reorganization to be consummated in all material respects on the Closing Date and (b) the CDN Reorganization to be consummated in all material respects promptly thereafter.

• After giving effect to the Closing Date Reorganization, the Equity Interests in each Subsidiary have been duly authorized and validly issued and are fully paid and non-assessable.

More Definitions of Closing Date Reorganization

Closing Date Reorganization means each transaction undertaken on the Closing Date to effect the changes in the corporate structure of the Borrower and Subsidiaries described in Schedule 3.11; provided that, after giving effect to such transaction, the security interests of the Secured Parties in the Collateral and the Guarantees of the Obligations, taken as a whole, would not be materially impaired as a result thereof.

Closing Date Reorganization means that portion of the Reorganization other than the USB V Transfer. “Code” means the Internal Revenue Code of 1986, as amended.