Old Holdco definition

Old Holdco means, from and after the effectiveness of the Holdco Introduction, the Delaware corporation named Delek US Holdings, Inc. as of the Second Amendment Effective Date.
Sample 1Sample 2Sample 3
Old Holdco has the meaning set forth in the introductory paragraph to this Agreement.
Sample 1Sample 2

Examples of Old Holdco in a sentence

  • The Escrow Agent shall not be responsible in any manner for any depreciation in the value of the Old Holdco Shares represented by the Certificates.

  • The number of Ordinary Shares, A Ordinary Shares and B Ordinary Shares set forth opposite such Shareholder's name on Schedule I to this Agreement constitutes all of the shares of Old Holdco owned by such Shareholder as of the date of this Agreement.

  • Example FactsForeign Parent owns all the shares of Old Holdco, the holding company of a South African group of companies.

  • Each Shareholder hereby expressly waives any right of pre-emption which such Shareholder may have in relation to the sale and/or transfer of any Shareholder's Old Holdco Shares to New Holdco.

  • Each Shareholder hereby covenants and agrees that as of and after the Exchange Time, (i) such Shareholder shall hold all of such Shareholder's Old Holdco Shares, including all dividends and distributions declared after the Exchange Time from such Old Holdco Shares, on trust for New Holdco absolutely; and (ii) upon request from New Holdco such Shareholder shall transfer legal title to its Old Holdco Shares to such Person as New Holdco may direct.

  • Bankruptcy ProceedingsOn June 15, 2020 (the "Petition Date"), Old Holdco, Inc.

  • In order to increase thebase cost of all the subsidiaries to market value without tax, the overall structure is reorganised as described below: Step 1: Foreign Parent forms a resident company, New Holdco, by subscribing for R100 million of shares in New Holdco.Step 2: New Holdco uses the R100 million to acquire Old Holdco from Foreign Parent.Step 3: Old Holdco unbundles all of the Operating Subsidiaries to New Holdco.

  • The shares in Old Holdco have a value of R100 million and a base cost of R15 million.

  • The Certificates and Transfer Forms shall not be subject to any lien or attachment by any creditor of New Holdco, Old Holdco or any of the Shareholders.

  • No. SC - 198206 ("Old Holdco"), listed on Schedule I to this Agreement (each a "Shareholder" and collectively, the "Shareholders").

Related to Old Holdco

  • Holdco has the meaning set forth in the Preamble.

  • CFC Holdco means any Domestic Subsidiary that has no material assets other than Equity Interests of one or more Foreign Subsidiaries that are CFCs.

  • US Holdco means, notwithstanding anything in the Indenture to the contrary, Brookfield Infrastructure US Holdings I Corporation; and

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Company Shareholder means a holder of Company Shares.

  • Principal Stockholder means any person who individually or in concert with his spouse and

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • New Holdco means the direct or indirect Subsidiary of the Ultimate Parent following the Post-Closing Reorganizations.

  • Qualified Stockholder means: (a) the record holder of a share of Class B Common Stock as of the IPO Date; (b) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the IPO Date pursuant to the exercise or conversion of any Option or Convertible Security that, in each case, was outstanding as of the IPO Date; (c) each natural person who, prior to the IPO Date, Transferred shares of capital stock of the Corporation to a Permitted Entity that is or becomes a Qualified Stockholder; (d) each natural person who Transferred shares of, or equity awards for, Class B Common Stock (including any Option exercisable or Convertible Security exchangeable for or convertible into shares of Class B Common Stock) to a Permitted Entity that is or becomes a Qualified Stockholder; and (e) a Permitted Transferee.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Topco has the meaning set forth in the Preamble.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Blocker means an employee engaged in one or more of the following operations in a Millinery Sector establishment:

  • Parent Capital Stock means Parent Common Stock and Parent Preferred Stock.

  • 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).

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • Ordinary Shareholder means a holder of ordinary shares;

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.