IPO Subsidiary definition

IPO Subsidiary means a wholly owned subsidiary of IPO Listco formed in contemplation of, and to facilitate, IPO Reorganization Transactions and an IPO. Holdings shall, promptly following its formation, notify the Administrative Agent of the formation of an IPO Subsidiary.
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IPO Subsidiary means a wholly owned subsidiary of IPO Listco formed in contemplation of, and to facilitate, IPO Reorganization Transactions and an IPO. Holdings shall, promptly following its formation, notify the Administrative Agent of the formation of an IPO Subsidiary that is a Subsidiary of Holdings.
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IPO Subsidiary means any newly incorporated Subsidiary of the Parent, the voting and economic interest of which is held 100 per cent. by the Parent and which is incorporated in Hungary and created solely for the purpose of acting (directly or indirectly) as a 100 per cent. Holding Company of the Borrower Group in connection with an initial public offering of shares.
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Examples of IPO Subsidiary in a sentence

  • Waiver of rights to subscribe the new shares issued by the Planned IPO Subsidiaries in capital increase by cash: The issuing price of the shares to be issued by each Planned IPO Subsidiary in a capital increase by cash should not be lower than the relevant Planned IPO Subsidiary’s per share book value in the then most-current CPA audited or reviewed financial reports issued before the relevant Planned IPO Subsidiary’s board of directors resolves to conduct the capital increase by cash.

  • SUBMISSION OF PROPOSALS The proposal must be received by the RFP Coordinator no later than the Proposal Due deadline in Section 2.2, Estimated Schedule of Procurement.

  • A “qualified shareholders” of the Com- pany should refer to those shareholders recorded on the Company’s shareholder registrar on the effective date of the then most-current lock-up period and those shareholders who are, at least, entitled to subscribe one thousand shares of the Planned IPO Subsidiary or the multiple of such unit based on their shareholding percentage in the Company (the Company’s shareholders may combine their fractional shares for calculation based on the applicable rules at that time).

  • In principle, the specific persons making such offer to subscribe the new shares should be the Company’s qualified shareholders, the employees of the Company and its Affiliates and the strategic investors and financial investors that may cre- ate synergies to the business operation of the Planned IPO Subsidiary.

  • A “qualified shareholders” of the Company should refer to those shareholders recorded on the Company’s shareholder registrar on the effective date of the then most-current lock-up period and those shareholders who are, at least, entitled to subscribe one thousand shares of the Planned IPO Subsidiary or the multiple of such unit based on their shareholding percentage in the Company (the Company’s shareholders may combine their fractional shares for calculation based on the applicable rules at that time).


More Definitions of IPO Subsidiary

IPO Subsidiary means any Subsidiary of Covenant Parent that has consummated an underwritten public Equity Offering.
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IPO Subsidiary means any newly incorporated Subsidiary of the Borrower, the voting and economic interest of which is held 100 per cent. by the Parent and which is incorporated in Hungary and created solely for the purpose of acting (directly or indirectly) as a 100 per cent. Holding Company of the Invitel Group in connection with an initial public offering of shares.
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IPO Subsidiary means Properties Holding Corporation, a Delaware corporation, a direct, wholly-owned Subsidiary of the Borrower.
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IPO Subsidiary means each of the Borrowers, Secondone Corp., Thirdone Corp., Fourthone Corp. and Eighthone Corp. each a corporation incorporated and existing under the laws of the Mxxxxxxx Islands whose registered address is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Mxxxxxxx Xxxxxxx, XX00000 and, in the plural, means all of them;
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IPO Subsidiary shall have the meaning given such term in Section 6.08(g).
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IPO Subsidiary means any newly incorporated Subsidiary of the Borrower, the voting and economic interest of which is held 100 percent by the Borrower and which is incorporated in Hungary and created solely for the purpose of acting (directly or indirectly) as a 100 percent Holding Company of the Group in connection with an initial public offering of shares.
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Related to IPO Subsidiary

  • Inactive Subsidiary means any Subsidiary of the Borrower that (a) does not conduct any business operations, (b) has assets with a total book value not in excess of $10,000 and (c) does not have any Indebtedness outstanding.

  • Excluded Subsidiary means (a) each Subsidiary listed on Schedule 1.01C hereto, (b) any Subsidiary that is prohibited by applicable Law or by any contractual obligation existing on the Closing Date (or, if later, the date such Subsidiary first becomes a Subsidiary) from guaranteeing the Obligations or which would require governmental (including regulatory) consent, approval, license or authorization to provide a Guarantee unless such consent, approval, license or authorization has been received, (c) any Subsidiary organized in a jurisdiction other than a Covered Jurisdiction, (d) any Foreign Subsidiary to the extent the provision of a Guarantee by such Subsidiary would expose the officers, directors or shareholders of such Subsidiary to individual liability or would result in corporate benefit, financial assistance or similar issues, in each case as reasonably determined by the Parent Borrower in consultation with the Administrative Agent, (e) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition that, at the time of such Permitted Acquisition, has assumed secured Indebtedness not incurred in contemplation of such Permitted Acquisition and each Restricted Subsidiary that is a Subsidiary thereof that guarantees such Indebtedness to the extent such secured Indebtedness prohibits such Subsidiary from becoming a Guarantor (provided that each such Restricted Subsidiary shall cease to be an Excluded Subsidiary under this clause (e) if such secured Indebtedness is repaid or becomes unsecured, if such Restricted Subsidiary ceases to be an obligor with respect to such secured Indebtedness or such prohibition no longer exists, as applicable), (f) any Immaterial Subsidiary or Unrestricted Subsidiary, (g) captive insurance companies, (h) not-for-profit Subsidiaries, (i) special purpose entities (including any entity used to effect any Permitted Receivables Financing), (j) any non-Wholly-Owned Subsidiary, (k) any other Subsidiary with respect to which, in the reasonable judgment of the Administrative Agent (confirmed in writing by notice to the Parent Borrower), the cost or other consequences (including any adverse tax consequences) of providing a Guarantee shall be excessive in view of the benefits to be obtained by the Lenders therefrom and (l) for so long as it does not have in excess of $15,000,000 of Indebtedness outstanding (other than Indebtedness owed to the Parent Borrower or any of its Restricted Subsidiaries), the Canadian Advertising Fund Subsidiary.

  • Controlled Subsidiary means any Subsidiary of the Company, 50% or more of the outstanding equity interests of which are owned by the Company and its direct or indirect Subsidiaries and of which the Company possesses, directly or indirectly, the power to direct or cause the direction of the management or policies, whether through the ownership of voting equity interests, by agreement or otherwise.

  • Non-U.S. Subsidiary means any Subsidiary that is organized under the laws of a jurisdiction other than the United States of America or any State thereof or the District of Columbia.

  • Excluded Entity means a corporation or other entity of which the holders of voting capital stock of the Company outstanding immediately prior to such transaction are the direct or indirect holders of voting securities representing at least a majority of the votes entitled to be cast by all of such corporation’s or other entity’s voting securities outstanding immediately after such transaction.

  • Excluded Entities has the meaning set forth in Section 2.2(b)(iv).

  • Subsidiary means an entity in which more than 50 percent of the entity is owned—

  • Foreign Subsidiary Holding Company means any Domestic Subsidiary that is a direct parent of one or more Foreign Subsidiaries and holds, directly or indirectly, no other assets other than Equity Interests of Foreign Subsidiaries and other de minimis assets related thereto.

  • SBIC Subsidiary means any Subsidiary of the Borrower (or such Subsidiary’s general partner or manager entity) that is (x) either (i) a “small business investment company” licensed by the SBA (or that has applied for such a license and is actively pursuing the granting thereof by appropriate proceedings promptly instituted and diligently conducted) under the Small Business Investment Act of 1958, as amended, or (ii) any wholly-owned, direct or indirect, Subsidiary of an entity referred to in clause (x)(i) of this definition, and (y) designated in writing by the Borrower (as provided below) as an SBIC Subsidiary, so long as:

  • Majority-Owned Subsidiary of a person means a company fifty percent (50%) or more of the outstanding Voting Securities of which are owned by such person, or by a company which, within the meaning of this paragraph, is a Majority-Owned Subsidiary of such person.

  • Excluded Subsidiaries means any Subsidiary of the Parent that is: (a) listed on Schedule 1.02(b) as of the Effective Date and any Restricted Subsidiary of such Subsidiary; (b) (i) a Foreign Subsidiary (other than a UK Subsidiary), (ii) a CFC or a CFC Holding Company or a Domestic Subsidiary or a UK Subsidiary of a CFC or a CFC Holding Company, (iii) a Foreign Subsidiary of a US Loan Party, or (iv) any other Subsidiary with respect to which a guarantee could result in adverse tax consequences to the Borrower, the Parent or any Subsidiary of the Parent (as reasonably determined by the Borrower), (c) a Joint Venture or a Subsidiary that is not otherwise a wholly-owned Restricted Subsidiary (other than with respect to directors’ qualifying or nominee shares); (d) an Immaterial Subsidiary; (e) an Unrestricted Subsidiary; (f) a Captive Insurance Subsidiary or other special purpose entity; (g) not-for-profit Subsidiary; (h) prohibited by applicable Requirement of Law or contractual obligation from guaranteeing or granting Liens to secure any of the Secured Obligations or with respect to which any consent, approval, license or authorization from any Governmental Authority would be required for the provision of any such guaranty (but in the case of such guaranty being prohibited due to a contractual obligation, such contractual obligation shall have been in place at the Effective Date or at the time such Subsidiary became a Restricted Subsidiary and is not created in contemplation of or in connection with such Person becoming a Restricted Subsidiary); provided that each such Subsidiary shall cease to be an Excluded Subsidiary solely pursuant to this clause (h) if such consent, approval, license or authorization has been obtained; (i) with respect to which the Borrower and the Administrative Agent reasonably agree that the cost or other consequences (including adverse tax consequences) of providing a guaranty of the Secured Obligations outweigh the benefits to the Lenders; (j) a Restricted Subsidiary acquired pursuant to an Acquisition financed with secured Indebtedness permitted to be incurred under Section 6.01 and each Restricted Subsidiary that is a Subsidiary thereof to the extent such secured Indebtedness prohibits such Restricted Subsidiary from becoming a Guarantor; provided that each such Restricted Subsidiary shall cease to be an Excluded Subsidiary solely pursuant to this clause (j) if such secured Indebtedness is repaid or becomes unsecured, if such Restricted Subsidiary ceases to Guarantee such secured Indebtedness or such prohibition no longer exists, as applicable; (k) a Securitization Subsidiary; or (l) a Subsidiary that does not have the legal capacity to provide a guarantee of the Secured Obligations (provided that the lack of such legal capacity does not arise from any action or omission of Borrower or any other Loan Party), in each case other than any Electing Guarantor for so long as such entity is an Electing Guarantor.

  • Wholly Owned Restricted Subsidiary of any Person means any Wholly Owned Subsidiary of such Person which at the time of determination is a Restricted Subsidiary of such Person.

  • Domestic Subsidiary means any Subsidiary that is organized under the Laws of the United States, any state thereof or the District of Columbia.

  • Material Domestic Subsidiary means any Domestic Subsidiary that is a Material Subsidiary.

  • U.S. Subsidiary means any Subsidiary that is organized under the laws of the United States of America, any State thereof or the District of Columbia.