Foreign Restructuring definition

Foreign Restructuring means the reorganization of the ownership structure of the Foreign Subsidiaries of the Borrower.
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Foreign Restructuring means the transactions undertaken prior to the Contribution to separate the Payment Services Business from the other Equifax businesses in foreign jurisdictions, as described on Exhibit A.
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Foreign Restructuring means the reorganization of the ownership structure of the Foreign Subsidiaries of the Borrower. “Foreign Subsidiary” means any Subsidiary that is not a Domestic Subsidiary.
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Examples of Foreign Restructuring in a sentence

  • Notwithstanding the foregoing, any Australian stamp tax imposed as a result of the Pre-Sale Foreign Restructuring shall be paid by Sellers, and the parties shall cooperate with each other in filing, any Tax Return or other documentation relating to such Australian stamp tax.

  • The capital contributions shall be made on a monthly basis (in arrears) until the date that all Retained Receivables are either paid in full or repurchased by the relevant foreign subsidiary of the parent in accordance with the relevant Foreign Restructuring Agreement.

  • Except as otherwise provided in this Agreement, ---------- all Contemplated Domestic Restructuring Taxes and all Contemplated Foreign Restructuring Taxes shall be the obligation of the entity that is liable for such Taxes under the Tax Law.

  • Parent and Technologies understand and acknowledge that certain trade and government receivables of the chemical operations of the current UK and Irish affiliates of Parent (the "Retained Receivables") are being withheld from the Foreign Restructuring transactions in these jurisdictions in order to minimize the amount of Foreign Transfer Taxes payable in each of these jurisdictions.

  • The high level study is on-going and aims at identifying and describing the important design issues to be taken into account to make the HVDC link prepared for future operation as part of multi-terminal network.

  • Without limiting the generality of the foregoing, each Lender irrevocably authorizes Administrative Agent, and Administrative Agent agrees, to release Collateral consisting of Stock of Foreign Subsidiaries upon Borrower’s request in connection with the Foreign Restructuring, so long as Administrative Agent is reasonably satisfied that following the Foreign Restructuring it will have a Lien on at least 65% of the Stock of any Foreign Subsidiary which is a direct Wholly Owned Subsidiary of Borrower.

  • In addition, the Loan Parties and the Lenders hereby acknowledge that the equity interests being transferred among the Loan Parties in connection with the 2016 Foreign Restructuring (other than the 2016 Released Assets (as hereinafter defined)) will be transferred subject to the security interests of the Collateral Agent and that, after giving effect to the 2016 Foreign Restructuring, such security interests shall remain in full force and effect.

  • In addition, the Loan Parties and the Lenders hereby acknowledge that the equity interests, debt instruments and evidences of indebtedness being transferred among the Loan Parties in connection with the Foreign Restructuring (other than the Released Assets (as hereinafter defined)) will be transferred subject to the security interests of the Collateral Agent and that, after giving effect to the Foreign Restructuring, such security interests shall remain in full force and effect.

  • Borrower has notified Agent and the Lenders that it plans to modify its organizational structure in order to simplify operations, reduce administrative costs and provide overall greater efficiencies among its Foreign Subsidiaries (the "Foreign Restructuring").

  • In connection with the Foreign Restructuring, effective as of October 18, 2004, Agent and the Lenders hereby release and terminate their security interest in the shares of McQueen International Limited, Sxxxx Enterprises of Canada and Sykes Latin America, S.A., under that certain Pledge Agreement, dated March 15, 2004, by Borrower in favor of Agent, for the benefit of the Lenders.


More Definitions of Foreign Restructuring

Foreign Restructuring has the meaning set forth in the Recitals to this Agreement.
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Foreign Restructuring is defined in the Preamble.
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Foreign Restructuring means the reorganization of the European holding company structure of Sunrise and its Subsidiaries pursuant to transactions and other events substantially as described in Schedule XIII hereto with such changes in the form or order of such transactions and other events designed to achieve the same result with no material increase in costs.
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Foreign Restructuring means the collective reference to the following transactions: (a) the making of a loan by SIC of up to $85,000,000 utilizing the Net Cash Proceeds of the first Qualified IPO to a newly formed Foreign Subsidiary, to be evidenced by a note (the “Foreign Restructuring Note”) issued by such newly formed Foreign Subsidiary to SIC and having terms and conditions reasonably satisfactory to the Administrative Agent (which note shall be pledged pursuant to the Guaranty and Security Agreement); (b) the use of the proceeds of such loan by such newly formed Foreign Subsidiary to acquire from the Borrower all of the outstanding Stock of all of the Foreign Subsidiaries of the Borrower in exchange for up to $85,000,000 in cash and equity of such newly formed Foreign Subsidiary; and (c) the transfer of ownership of the Stock of one or more Foreign Subsidiaries to one or more other Foreign Subsidiaries, all substantially as further described on Schedule IV.
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Foreign Restructuring means the transactions undertaken prior to the Contribution to separate the Payment Services Business from the Equifax Business in foreign jurisdictions, as described on Exhibit A.
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Foreign Restructuring the restructuring of the ownership of the Company's Foreign Subsidiaries as described in Schedule 1.1(b).
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Related to Foreign Restructuring

  • Equity Restructuring means a nonreciprocal transaction between the Company and its stockholders, such as a stock dividend, stock split, spin-off, rights offering or recapitalization through a large, nonrecurring cash dividend, that affects the number or kind of Shares (or other securities of the Company) or the share price of Common Stock (or other securities) and causes a change in the per-share value of the Common Stock underlying outstanding Awards.

  • 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.

  • Permitted Restructuring means the completion of: (a) an offer made by, or on behalf of, an Eligible Company to all (or as nearly as may be practicable all) of the shareholders of the Issuer (or, if the Issuer is not then the Ultimate Owner, to the shareholders of the then Ultimate Owner) to acquire the whole (or as nearly as may be practicable the whole) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued ordinary share capital) other than those already held by or on behalf of such Eligible Company; or (b) a reorganisation or restructuring whether by way of a scheme of arrangement or otherwise pursuant to which an Eligible Company acquires all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued share capital) other than those already held by such Eligible Company or pursuant to which all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued capital) not held by the New Holding Company is cancelled;

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

  • Permitted Tax Restructuring means any reorganizations and other activities related to tax planning and tax reorganization (as determined by the Company in good faith) so long as such Permitted Tax Restructuring is not materially adverse to the Holders of the Notes.

  • Restructuring has the meaning set forth in the Recitals.

  • Foreign Restricted Subsidiary means any Restricted Subsidiary that is not organized under the laws of the United States of America or any State thereof or the District of Columbia.

  • Pre-Closing Restructuring has the meaning specified in Section 6.14(a).

  • 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).

  • Internal Restructuring shall have the meaning set forth in Section 7.02(f) of this Agreement.

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Performing Non-Cash Pay Mezzanine Investments means Performing Mezzanine Investments other than Performing Cash Pay Mezzanine Investments.

  • Restructuring Date means the date on which a Restructuring is legally effective in accordance with the terms of the documentation governing such Restructuring.

  • 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 holders of Common Shares. Such term does not include:

  • Restructuring Event means the occurrence of any one or more of the following events:

  • Foreign Recovery Event shall have the meaning provided in Section 5.02(j).

  • Restructuring Plan means the Restructuring Plan attached hereto as Schedule 1.1.

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Issuer or any Restricted Subsidiary pursuant to which the Issuer or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Receivables Assets (which may include a backup or precautionary grant of security interest in such Receivables Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person that is not a Restricted Subsidiary; provided that any such Person that is a Subsidiary meets the qualifications in clauses (1) through (3) of the definition of “Receivables Subsidiary.”

  • 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.

  • Performing Cash Pay Mezzanine Investments means Mezzanine Investments (a) as to which, at the time of determination, not less than 2/3rds of the interest (including accretions and “pay-in-kind” interest) for the current monthly, quarterly, semi-annual or annual period (as applicable) is payable in cash and (b) which are Performing.

  • FICASH III Transaction means a repurchase transaction in which the Repurchase Date is the Banking Day next following the Sale Date and for which securities issued by the government of the United States of America that are direct obligations of the government of the United States of America shall constitute Eligible Securities.

  • Foreign Asset Sale shall have the meaning provided in Section 5.2(i).

  • Interim Capital Transactions means the following transactions if they occur prior to the Liquidation Date: (a) borrowings, refinancings or refundings of indebtedness and sales of debt securities (other than Working Capital Borrowings and other than for items purchased on open account in the ordinary course of business) by any Group Member; (b) sales of equity interests by any Group Member (including the Common Units sold to the Underwriters pursuant to the exercise of their over-allotment option); and (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.

  • FICASH II Transaction means a repurchase transaction in which the Repurchase Date is the Banking Day next following the Sale Date and for which one or more of the following two categories of securities, as specified by the Funds, shall constitute Eligible Securities: (x) securities issued by the government of the United States of America that are direct obligations of the government of the United States of America, or (y) securities issued by or guaranteed as to principal and interest by the government of the United States of America, or by its agencies and/or instrumentalities, including, but not limited to, the Federal Home Loan Bank, Federal Home Loan Mortgage Corp., Government National Mortgage Association, Federal National Mortgage Association, Federal Farm Credit Bank, Federal Intermediate Credit Bank, Banks for Cooperatives, and Federal Land Banks.

  • Foreign Holding Company means any Subsidiary all or substantially all of the assets of which are comprised of Equity Interests in one or more Foreign Subsidiaries or CFC Debt.

  • Non-Control Acquisition means an acquisition by (i) an employee benefit plan (or a trust forming a part thereof) maintained by (x) the Company or (y) any corporation or other Person of which a majority of its voting power or its equity securities or equity interest is owned directly or indirectly by the Company (a “Subsidiary”), or (ii) the Company or any Subsidiary.