Cyprus Amax definition

Cyprus Amax means Cyprus Amax Minerals Company, a corporation organized and existing under the laws of the State of Delaware.
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Cyprus Amax shall have the meaning set forth in the preamble.
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Cyprus Amax unconditionally and irrevocably guarantees, as primary obligor and not as surety, the full and prompt payment on first written demand (whether at stated maturity, by acceleration, or otherwise) to each Project Lender in Dollars of all amounts payable by (i) Cyprus Magadan to the Project Lenders (or either of them) pursuant to the Cyprus Magadan Guaranty and each other Financing Agreement, Project Agreement, or any other agreement to which Cyprus Magadan and either Project Lender or both Project Lenders are parties, and by (ii) Cyprus Gold pursuant to any Financing Agreement to which Cyprus Gold and the Project Lenders are parties; provided however, that Cyprus Amax shall not be liable for Cyprus Magadan's obligations under section 2.01(c)(1) (Evenskoye) of the Support Agreement or Cyprus Magadan's obligations under the Reclamation Agreement, except as otherwise provided therein (the "Guaranteed Obligations").
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Examples of Cyprus Amax in a sentence

  • Phelps Dodge improved its offer to 0.4098 Phelps Dodge share for each ASARCO share and 0.3135 Phelps Dodge share for each Cyprus Amax share, valuing Cyprus Amax at $1.68 billion or $18.54 per share, a premium of approximately 29% to the pre-existing market price.

  • In July 1999, Asarco and Cyprus Amax announced that they had agreed to combine their companies.

  • We are confident that shareholders of Asarco and Cyprus Amax will recognize that our proposals are clearly superior to the Asarco/Cyprus Amax no-premium two-way merger.

  • While Phelps Dodge will review the most recent proposal from Asarco and Cyprus Amax, we believe that the Phelps Dodge proposal, which already provides Asarco and Cyprus Amax shareholders a 30% premium, a $2.00 annual dividend and very substantial participation in the greater upside potential of the three-way combination, is fully priced based on public information and Phelps Dodge's best estimates of the real, achievable cost synergies in a three-way combination.

  • However, our offer to Asarco shareholders is not conditioned on the success of our offer to Cyprus Amax shareholders, nor is our offer to Cyprus Amax shareholders conditioned on the success of our offer to Asarco shareholders.

  • From 1996 to 2000, Mr. Edwards worked for Cyprus Amax Minerals Company where he rose to the position of President/General Manager of Sociedad Minera Cerro Verde S.A. in Peru.

  • The duty to defend arises only “when the underlying complaint alleges any facts or claims that might fall within the ambit of the policy.” Cyprus Amax Mins., 74 P.3d at 301.

  • Our estimates concerning the amount and timing of cost savings have been developed by our management and reflect our best judgment based on publicly available information about Asarco and Cyprus Amax.

  • As reported in their December 31, 1998, Form 10-Ks, Asarco and Cyprus Amax had 1,721,249 and 6,346,801 stock options outstanding, respectively.

  • If the Cyprus Amax Distribution Date occurs and separate certificates representing the Cyprus Amax Rights are not distributed prior to the time Cyprus Amax Shares are tendered pursuant to the Offer, Cyprus Amax Rights may be tendered prior to a stockholder receiving the certificates for Cyprus Amax Rights by use of the guaranteed delivery procedures described under "The Offer -- Procedure for Tendering" in the Prospectus.


More Definitions of Cyprus Amax

Cyprus Amax means Cyprus Amax Minerals Company and any of its ----------- subsidiaries and affiliates.
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Related to Cyprus Amax

  • Cyprus means the Republic of Cyprus.

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  • SWDocID [[6180052]]" "" [[6180052]] made on such Increased Amount Date; provided that (i) the conditions set forth in paragraphs of (b) and (c) of Section 4.02 shall be satisfied or waived by the Required Lenders on such Increased Amount Date before or after giving effect to such New Commitments and Loans; (ii) such increase in the Revolving Facility Commitments and/or the Incremental Term Loans shall be evidenced by one or more joinder agreements executed and delivered to Administrative Agent by each New Lender, as applicable, and each shall be recorded in the register, each of which shall be reasonably satisfactory to the Administrative Agent and subject to the requirements set forth in Section 2.17(f); and (iii) the Borrower shall make any payments required pursuant to Section 2.16 in connection with the provisions of the New Commitments; provided that, with respect to any Incremental Term Loans incurred for the primary purpose of financing a Limited Conditionality Acquisition (“Acquisition-Related Incremental Term Loans”), clause (i) of this sentence shall be deemed to have been satisfied so long as (A) as of the date of execution of the related Limited Conditionality Acquisition Agreement by the parties thereto, no Default shall have occurred and be continuing or would result from entry into such Limited Conditionality Acquisition Agreement, (B) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, no Event of Default under Section 7.01(a), 7.01(b), 7.01(h) or 7.01(i) is in existence immediately before or after giving effect (including on a Pro Forma Basis) to such borrowing and to any concurrent transactions and any substantially concurrent use of proceeds thereof, (C) the representations and warranties of the Loan Parties set forth in this Agreement and the other Loan Documents shall be true and correct in all material respects as of the date of execution of the applicable Limited Conditionality Acquisition Agreement by the parties thereto, except to the extent any such representations or warranties are expressly limited to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such specified earlier date (provided that no materiality qualifier set forth in this subclause (C) shall be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof) and (D) as of the date of the borrowing of such Acquisition-Related Incremental Term Loans, customary “Sungard” representations and warranties (with such representations and warranties to be reasonably determined by the Lenders providing such Acquisition-Related Incremental Term Loans) shall be true and correct in all material respects immediately before and after giving effect to the incurrence of such Acquisition-Related Incremental Term Loans, except to the extent any such representations or warranties are expressly limited to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such specified earlier date (provided that no materiality qualifier set forth in this subclause (D) shall be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof).

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