Examples of Telewest Jersey in a sentence
The foregoing shall not prohibit the Company and/or Telewest Jersey (as applicable) from disclosing the approximate aggregate beneficial holdings of Notes of all persons who are bound by the terms of an agreement with the Company and/or Telewest Jersey that are substantially the same as the terms of this Agreement.
The Company and Telewest Jersey represent that, as of the date of this Agreement, they are not aware of any such applicable law or regulation other than under the U.S. Securities Act of 1933, as amended, the U.S. Securities Exchange Act 1934, as amended, the rules and regulations of the Securities and Exchange Commission and the Listing Rules of the UK Listing Authority.
The Shareholder Resolution will be proposed at an extraordinary general meeting of the Company to approve the transfer by Telewest of all of the assets of Telewest (other than the shares in Telewest Jersey, the shares in New Telewest and a cash amount) to Telewest UK Limited in return for the issue of New Shares by New Telewest.
The Jersey Directors further undertook to the Jersey Court and the English Court that this Scheme would not be made effective (through Telewest Jersey delivering, or procuring the delivery of, the office copy of the Orders to the relevant Registrar of Companies) unless it could be made so effective by the later of 27 July 2004 or 60 days after the date of any vote by Jersey Scheme Creditors to approve this Scheme and the Telewest Scheme, subject to that vote occurring on or before 12 July 2004.
Under this Scheme, each Jersey Scheme Creditor shall become entitled on the Jersey Effective Date to have transferred to it a pro rata share of the New Shares to which Telewest Jersey will, on its Telewest Scheme Claim becoming an Agreed Scheme Claim (as defined in the Telewest Scheme) in the Telewest Scheme, become entitled pursuant to the Telewest Scheme.
For the purposes of this representation, the term Financial Restructuring Transactions means collectively (i) the transfer of assets by Telewest to Telewest UK Limited, (ii) the issue of common stock by New Telewest to an escrow agent for the benefit of the shareholders and creditors of Telewest including holders of Telewest and Telewest Jersey notes and debentures; and (iii) the liquidation of Telewest and Telewest Jersey.
Shareholder Resolution: The Shareholder Resolution will be proposed at an extraordinary general meeting of the Company to approve the transfer by Telewest of all of the assets of Telewest (other than the shares in Telewest Jersey, the shares in New Telewest and a cash amount) to Telewest UK Limited in return for the issue of New Shares by New Telewest.
No other liabilities of Telewest Jersey will be compromised as part of the Jersey Scheme.
There will also be a shareholders' voluntary liquidation of Telewest Jersey.
Any assignee or transferee of a Jersey Scheme Claim so recognised by Telewest Jersey shall be bound by the terms of this Scheme.