Holding Company Formation definition

Holding Company Formation has the meaning set forth in Section 2(i) hereof.
Sample 1
Holding Company Formation means one or more related transactions in which: (i) a Person acquires all of the issued and outstanding Capital Stock of the Company in exchange for the issued and outstanding Capital Stock of such Person, whether directly or indirectly or through a share exchange or subsidiary merger; and , (ii) such Person assumes all of the Obligations of the Company under the Notes, this Indenture and the Registration Rights Agreement.
Sample 1
Holding Company Formation has the meaning ascribed thereto in the recitals to this Agreement.
Sample 1

Examples of Holding Company Formation in a sentence

  • The Bank Holding Company Formation as contemplated herein and in the Bank Holding Company Formation Agreement shall have been consummated.

  • Intermediate Holding Company Formation: This term shall have the -------------------------------------- meaning given it in the Canadian Bank Credit Agreement.

  • CU Bancorp and CUB shall have obtained any and all material permits, authorizations, consents, waivers, clearances or approvals required for the lawful consummation of the Bank Holding Company Formation, the Merger, the Bank Holding Company Merger and the Bank Merger.

  • Immediately prior to the Closing and subject to the terms and conditions of this Agreement and the Bank Holding Company Formation Agreement in the form attached hereto as Exhibit “B,” the receipt of all necessary Regulatory Approvals and Shareholder Approvals, CU Bancorp will acquire all of the outstanding voting common stock, no par value, of CUB (the “CUB Common Stock”) and thereby become a bank holding company for CUB.

  • This Registration Statement is intended solely to register an additional 100,000 shares of Registrant Common Stock which are anticipated to be necessary, upon the effectiveness of the Holding Company Formation, in order to permit the conversion of all issued and outstanding shares of SDG&E Common Stock into shares of Registrant Common Stock as contemplated by Registration Statement No. 33-57007.

  • Subject to the terms and conditions herein provided, CU Bancorp and CUB agree to use all commercially reasonable efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the transactions contemplated by this Agreement, including but not limited to the formation of CU Merger Sub II and the consummation of the Bank Holding Company Formation.

  • CU Bancorp and CUB shall use their reasonable best efforts to cause the Bank Holding Company Formation to occur as soon as possible and to cause the consummation of the Bank Holding Company Merger and the Bank Merger to occur as soon as reasonably practicable after the Effective Time.

  • Pursuant to our CGL policy, the costs and expenses associated with defending our lawsuit against Fujitsu would be covered, but would not reduce the policy coverage limits.

  • At their 1995 Annual Meeting on April 25, 1995, the shareholders of SDG&E approved the Holding Company Formation and, in the interim, the Registrant and SDG&E have been seeking required regulatory approvals.

  • Registration Statement No. 33-57007, which was declared effective on March 1, 1995, included a prospectus/proxy statement in respect of the formation of a holding company ("Holding Company Formation") for San Diego Gas & Electric Company ("SDG&E").


More Definitions of Holding Company Formation

Holding Company Formation as defined in Section 1.01 of the Indenture; and
Sample 1

Related to Holding Company Formation

  • Holding Companies means, collectively, the Company and Holdings, and each is a “Holding Company”.

  • Insurance holding company system means a group of two or more affiliated persons, at least one of whom is an insurer.

  • CFC Holding Company means a Subsidiary, substantially all of the assets of which consist of Equity Interests or Indebtedness of (a) one or more CFCs or (b) one or more CFC Holding Companies.

  • Public utility holding company means: (1) any company that,

  • Mutual holding company means that term as defined in section 10(o) of the home owners' loan act, chapter 64, titles III and IX of Public Law 101-73, 12 U.S.C. 1467a, and OTS regulations governing mutual holding companies.

  • Holding Company Act means the Public Utility Holding Company Act of 1935, as amended.

  • Foreign Holding Company means any Domestic Subsidiary substantially all of the assets of which consist of Equity Interests and/or Indebtedness of one or more Foreign Subsidiaries or other Foreign Holding Companies.

  • Parent Holding Company means any direct or indirect parent entity of Holdings which holds directly or indirectly 100% of the Equity Interest of Holdings and which does not hold Capital Stock in any other Person (except for any other Parent Holding Company).

  • Operating Company means an “operating company” within the meaning of 29 C.F.R. §2510.3-101(c) of the Plan Asset Regulations.

  • Bank Holding Company Act means the Bank Holding Company Act of 1956, as amended.

  • financial holding company means a financial holding company as defined in point (20) of Article 4(1) of Regulation (EU) No 575/2013;

  • Bank Holding Company means a company registered as such with the Federal Reserve pursuant to 12 U.S.C. §1842 and the regulations of the Federal Reserve promulgated thereunder.

  • New Holding Company means a corporation that is not a bank, association, or national banking association and as to which all of the following apply:

  • Savings and Loan Holding Company means a company registered as such with the Office of Thrift Supervision pursuant to 12 U.S.C. §1467a(b) and the regulations of the Office of Thrift Supervision promulgated thereunder.

  • Qualified CFC Holding Company means a Wholly Owned Subsidiary of the Issuer that is a limited liability company, the primary asset of which consists of Equity Interests in either (i) a Foreign Subsidiary or (ii) a limited liability company the primary asset of which consists of Equity Interests in a Foreign Subsidiary.

  • mixed financial holding company means a mixed financial holding company as defined in point (21) of Article 4(1) of Regulation (EU) No 575/2013;

  • Bidding Company shall refer to such single company that has made a Response to RFP for the Project;

  • Holding Company means, in relation to a company or corporation, any other company or corporation in respect of which it is a Subsidiary.

  • Community Contribution Company means a corporation formed under the laws of British Columbia that includes in its articles the following statement:

  • existing company means a company formed and registered under any of the previous companies laws…”

  • Operating Companies shall have the meaning specified in the recitals to this Agreement.

  • Holding Company Transaction means the occurrence of (a) any transaction (including, without limitation, any acquisition, merger or consolidation) the result of which is that a “person” or “group” within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended, (i) becomes the direct or indirect ultimate “beneficial owner,” as defined in Rule 13d-3 under that Act, of common equity of the Issuer representing more than 50% of the voting power of the outstanding Common Stock or (ii) is otherwise required to consolidate the Issuer for purposes of generally accepted accounting principles in the United States, or (b) any consolidation or merger of the Issuer or similar transaction or any sale, lease or other transfer in one transaction or a series of related transactions of all or substantially all of the consolidated assets of the Issuer and its subsidiaries, taken as a whole, to any Person other than one of the Issuer’s subsidiaries; provided that, in the case of either clause (a) or (b), the Issuer or the Acquiror is or becomes a Bank Holding Company or Savings and Loan Holding Company.

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

  • Michigan economic development corporation means the public body corporate created under section 28 of article VII of the state constitution of 1963 and the urban cooperation act of 1967, 1967 (Ex Sess) PA 7, MCL 124.501 to 124.512, by a contractual interlocal agreement effective April 5, 1999, as amended, between local participating economic development corporations formed under the economic development corporations act, 1974 PA 338, MCL 125.1601 to 125.1636, and the Michigan strategic fund. If the Michigan economic development corporation is unable for any reason to perform its duties under this act, those duties may be exercised by the Michigan strategic fund.

  • Affiliated group of corporations means an affiliated group as defined in section 1504 of the Internal Revenue Code, except that, if such a group includes at least one incumbent local exchange carrier that is primarily engaged in the business of providing local exchange telephone service in this state, the affiliated group shall not include any incumbent local exchange carrier that would otherwise be included in the group.

  • General Motors Financial Company, Inc. means General Motors Financial Company, Inc. (f/k/a AmeriCredit Corp.).