Domestication Merger definition

Domestication Merger has the meaning specified in the Recitals hereto.
Domestication Merger has the meaning set forth in Section 2.2.
Domestication Merger means a merger of the Initial Predecessor Corporation into the Second Predecessor Corporation with the Second Predecessor Corporation as the surviving corporation in the merger in connection with the completion of either of the Merger or the Voyager.net merger, as described in the Definitive Schedule 14A.

Examples of Domestication Merger in a sentence

  • Each APHC Unit issued and outstanding immediately prior to the Domestication Merger shall automatically separate into its component parts of one APHC Class A Ordinary Share and one-third of one APHC Public Warrant, effective immediately prior to the Domestication Merger (the “Unit Separation”).

  • If, at any time after the Domestication Merger Effective Time, Merger Effective Time or Liquidation Effective Time, as the case may be, any further action is necessary or desirable to carry out the purposes of this Agreement, each Party and their respective officers and directors will take all such lawful and necessary action.

  • As of the Domestication Merger Effective Time, the APHC Warrant Agreement shall be assigned to Irish Holdco, and Irish Holdco shall assume all of the obligations of APHC under the APHC Warrant Agreement.

  • Prior to the Domestication Merger, the issued and outstanding APHC Units.

  • Unless otherwise provided or the context otherwise requires, from and after the Domestication Merger Effective Time, any references in the Existing Warrant Agreement (as amended hereby) to the “Warrant Agent” shall mean Computershare.

  • Each ordinary share of Merger Sub issued and outstanding immediately prior to the Domestication Merger Effective Time will be automatically cancelled and converted into one (1) fully paid and non-assessable APHC Class A Ordinary Share to be issued to Irish Holdco, which shall constitute the only outstanding shares of capital stock of APHC, and which shall be held by Irish Holdco.

  • Section 7.3 of the Existing Warrant Agreement is hereby amended by adding the following immediately after the first full sentence thereof: “The Company shall provide opinion[s] of counsel to the Warrant Agent prior to the Domestication Merger Effective Time and instructions to set up a reserve of Ordinary Shares.

  • It is intended that for U.S. federal income tax purposes (and for purposes of any applicable state or local Tax that follows the U.S. federal income tax treatment) that the Domestication Merger qualifies as a reorganization within the meaning of Section 368(a)(1)(F) of the Code.

  • The redemption required by the APHC Share Redemption shall occur immediately prior to the Domestication Merger and such shares tendered for redemption shall be automatically cancelled at such time.

  • The Equity Interests set forth in this Section 4.2(a) comprise all of the Equity Interests of APHC that are issued and outstanding (without giving effect to the APHC Share Redemption, the PIPE Investment, the Domestication Merger, or the conversion of APHC Class B Ordinary Shares to APHC Class A Ordinary Shares) as of the date hereof.


More Definitions of Domestication Merger

Domestication Merger means the domestication merger transaction contemplated by that certain Agreement and Plan of Merger (the “Domestication Merger Agreement”), dated as of April 27, 2021, among Intec Pharma Ltd. (“Intec Israel”), Domestication Merger Sub Ltd., and the Company.
Domestication Merger has the meaning set forth in Section ‎5.7.
Domestication Merger means a merger of the Corporation into a Delaware corporation with the Delaware corporation as the surviving corporation in the merger in connection with the completion of either of the ATX merger or the Voyager.net merger, as described in the Definitive Schedule 14A.
Domestication Merger means the merger of CCNB with and into Domestication Merger Sub, with Domestication Merger Sub surviving the merger as a wholly-owned direct subsidiary of Getty Images Holdings, Inc., pursuant to the Business Combination Agreement.
Domestication Merger shall have the meaning assigned to such term in Section 8.03(f).

Related to Domestication Merger

  • Domestication has the meaning specified in the Recitals hereto.

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

  • 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 Merger has the meaning set forth in the recitals hereto.

  • Bank Merger Agreement has the meaning set forth in Section 6.10.

  • Reverse Merger means any transaction pursuant to which an Operating Unlisted Company becomes a Listed Company by merging with and into a Listed Shell Company;

  • Bank Merger has the meaning set forth in Section 1.03.

  • First Merger shall have the meaning given in the Recitals hereto.

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

  • Certificate of Merger has the meaning set forth in Section 2.2.

  • Second Merger has the meaning set forth in the Recitals.

  • Plan of Merger has the meaning set forth in Section 2.2.

  • Certificates of Merger has the meaning set forth in Section 2.2.

  • Pre-Acquisition Reorganization has the meaning specified in Section 4.6(1).

  • 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.

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

  • Corporate Reorganization means any change in the legal existence of any Obligor or any Specified Entity (other than a Capital Reorganization) including by way of amalgamation, merger, division, plan of division, winding up, dissolution, continuance or plan of arrangement.

  • Company Acquisition Transaction means any transaction or series of transactions (other than the Contemplated Transactions) involving: