Examples of Lux Xxxxx in a sentence
At the Effective Time, US HoldCo shall (i) transfer all outstanding shares of Lux Xxxxx to Orange and (ii) issue additional shares of US HoldCo to Orange, in consideration for the payment by Orange of the Merger Consideration to the Exchange Agent.
To the extent not already released as a condition to the effectiveness of the New Lux Xxxxx 1 Loans and/or the New Lux Xxxxx 2 Loans, the remaining SFHG Security Documents and the remaining SEAG Security Documents shall be dated, released and shall become effective in accordance with their terms.
During the Paladin Period, if any direct or indirect Subsidiary of the Company, Lux Holdco or Lux Xxxxx that is not a Guarantor becomes a guarantor or obligor in respect of any Triggering Indebtedness, within 10 business days of such event the Company will cause such Subsidiary to enter into a supplemental indenture pursuant to which such Subsidiary shall agree to Guarantee the Issuer’s Obligations under the Notes, fully and unconditionally and on a senior basis.
U.S. Holdco shall have unconditionally and irrevocably transferred all of its shares of Lux Xxxxx 2 to New Parent.
The Shareholders Agreement concerns 100% of the shares and the financial instruments issued by SPV HK, SPV Lux, Xxxxx Xxxx, as well as the ordinary shares of Pirelli held by Xxxxx Xxxx.
Immediately prior to the Effective Time, New Parent will issue the total number of New Parent Ordinary Shares (as defined below) required to be delivered pursuant to Section 4.2(a) to The Depositary Trust Company (“DTC”) to be used as Merger Consideration (as defined below), as further described in Section 4.2 and Section 4.3. In consideration of and as condition to such agreement to issue, U.S. Holdco shall transfer all of its shares of Lux Xxxxx 2 to New Parent.
This Agreement has been entered into on the date stated at the beginning of this Agreement and executed as a deed by the Intra-Group Lenders, the Debtors, the Parent, the Company, Bidco, Lux Xxxxx, US Mergerco and the US Co-borrower and is intended to be and is delivered by them as a deed on the date specified above.
Double hive down of all SEAG assets and liabilities (save for where certain receivables are transferred to Lux Xxxxx 2 as part of the Tax Mitigation Steps for the purposes of creating equity value required under Luxembourg Transfer Pricing rules) (with shares in subsidiaries to go down to Newco 6.
By pulling back from his subjects, as he does with the images I’ve illustrated from Fiat Lux, Xxxxx can make easy correspondences between disparate things through abstract and universal forms.
No New Parent Ordinary Shares shall be delivered to or entered in the name of U.S. Holdco in connection with the transactions contemplated by this Section 4.1. U.S. Holdco shall unconditionally and irrevocably transfer all of its shares of Lux Xxxxx 2 to New Parent prior to the Closing.