Examples of Spinout Assets in a sentence
Asset Subsidiary any Subsidiary which forms part of the Spinout Assets.
Effective April 5, 2023, Nextech, the Issuer and FinanceCo entered into the Arrangement Agreement pursuant to which they are proposing to effect the Arrangement whereby Nextech and its shareholders will be issued Spinco Shares in connection with the transfer to the Issuer of: (a) the Spinout Assets; and (b) the Spinout Liabilities.
The asset purchase and assumption of liabilities agreement to effect the transfer of Spinout Assets and Spinout Liabilities to Spinco hereunder will become effective as of the Effective Date.
To that end, Origen entered into various agreements with Explorex for the acquisition of the Spinout Assets, including the Arrangement Agreement (see in this Listing Statement, “Introduction– Structure of Transaction” and “Narrative Description of Origen’s Business– General – Business of Exploration”).
The transfer of the Spin-out Assets and Liabilities will not give rise to tax under the United States Foreign Investment in Real Property Tax Act or to any obligation to withhold and remit any such tax under Section 1445 of the United States Internal Revenue Code.