Examples of Reincorporation Merger in a sentence
Notwithstanding anything to the contrary in this Section 2.6, none of the Reincorporation Merger Surviving Company, Parent or any other Party hereto shall be liable to any person for any amount properly paid to a public official pursuant to any applicable abandoned property, escheat or similar law.
The Proxy Statement shall be included in the Registration Statement filed by Parent and Pubco with the SEC, pursuant to which the Reincorporation Merger Surviving Company Ordinary Shares issuable in the Mergers shall be registered.
Pubco as the surviving company after the Reincorporation Merger is hereinafter sometimes referred to as the “Reincorporation Merger Surviving Company”.
At the Reincorporation Merger Effective Time, (i) each outstanding Parent Private Right shall, without any action on the part of the holder thereof, be converted into one Reincorporation Merger Surviving Company Private Right, and (ii) each outstanding Parent Public Right shall be converted into one Reincorporation Merger Surviving Company Public Right, in accordance with the terms of such Parent Right.
Pursuant to the Transaction Agreement, upon the consummation of the Transaction Closing (as defined below), among other things, (a) Parent will redomicile into the Cayman Islands via a merger between Parent and Pubco, with Pubco continuing as the surviving company (the “Reincorporation Merger”); and (b) concurrently therewith or immediately after the Reincorporation Merger, Merger Sub will merge with and into Target, with Alps Holdco being the surviving company and a wholly-owned subsidiary of Pubco.