Newco Merger definition

Newco Merger has the meaning specified in the Preliminary Statements.

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Newco Merger means the merger of the Initial Borrower with and into Valvoline with Valvoline being the surviving entity.

Newco Merger has the meaning set forth in the Recitals.

Examples of Newco Merger in a sentence

After the Effective Date, subject to Section 5.3 herein, each of the Reorganized Debtor, GP, Newco, Merger Co and Finance Co may amend and restate its certificates or articles of incorporation, by-laws, or similar governing documents, as applicable, as permitted by applicable law.
Notwithstanding the foregoing, no covenant is made by the Company with respect to any information supplied by Newco, Merger Sub or any of their Affiliates for inclusion or incorporation by reference in the Proxy Statement or any Other Required Company Filing.
On the Effective Date, the New Organizational Documents for GP, Newco, Merger Co and Finance Co and all certificates of incorporation of each entity shall go into effect.
On the Effective Date, the New Organizational Documents for GP, Newco, Merger Co, and Finance Co and all certificates of incorporation of each entity shall go into effect.
As soon as practicable after receipt of a Favorable Ruling (but in no event prior to the Closing), ▇▇▇▇▇▇▇ and the WP Partners shall cause ▇▇▇▇▇▇▇ to be merged with and into Newco ("Merger B") in accordance with Section 253 of the Delaware General Corporation Law ("Section 253").

More Definitions of Newco Merger

Newco Merger has the meaning set forth in Section 2.01(a).

Newco Merger has the meaning set forth in Section 5.18.

Newco Merger has the meaning set forth in the recitals.

Newco Merger shall have the meaning given in the Recitals hereto.

Newco Merger means the merger of the Initial Borrower with and into Valvoline with Valvoline being the surviving entity. “Non-Bank Certificate” has the meaning specified in Section 3.01(e)(ii)(B)(4). “Non-Extension Notice Date” has the meaning specified in Section 2.03(b)(iii). “Note” means a Term A Note, a Term B Note, a Revolving Credit Note or a Swing Line Note, as the context may require. “Obligations” means all advances to, and debts, liabilities, obligations, covenants and duties of, any Loan Party or its Subsidiaries arising under any Loan Document or otherwise with respect to any Loan, Letter of Credit, Secured Cash Management Agreement, Secured Line of Credit Agreement, Secured Franchisee Loan Facility Guaranty or Secured Hedge Agreement, in each case whether direct or indirect (including those acquired by assumption), absolute or contingent, due or to become due, now existing or hereafter arising and including interest and fees that accrue after the commencement by or against any Loan Party or any Affiliate thereof of any proceeding under any Debtor Relief Laws naming such Person as the debtor in such proceeding, regardless of whether such interest and fees are allowed claims in such proceeding. Notwithstanding the foregoing, in the case of any Excluded Swap Guarantor, “Obligations” shall not include Excluded Swap Obligations of such Excluded Swap Guarantor. “OFAC” has the meaning specified in the definition of “Sanctions”. “Organization Documents” means, (a) with respect to any corporation, the certificate or articles of incorporation and the bylaws (or equivalent or comparable constitutive documents with respect to any non- U.S. jurisdiction); (b) with respect to any limited liability company, the certificate or articles of formation or organization and operating agreement; and (c) with respect to any partnership, joint venture, trust or other form of business entity, the partnership, joint venture or other applicable agreement of formation or organization and any agreement, instrument, filing or notice with respect thereto filed in connection with its formation or organization with the applicable Governmental Authority in the jurisdiction of its formation or organization and, if applicable, any certificate or articles of formation or organization of such entity. “Original Effective Date” means July 11, 2016.

Newco Merger the merger of Pneumo Abex with and into Newco.