Sentences with phrase «change of control»

Change of control provisions also are now triggered by appraisal reductions in addition to realized losses.

That other characteristic is that in each instance, there are little or no prospects for changes of control.

One of the provisions missed by the other reviewer contained a significant termination upon change of control.

We work with companies to reward their executives in employment agreements and change of control agreements, deferred compensation arrangements, incentive compensation plans and equity compensation.

«If true that's the first significant change of control we've seen,» he says.

Some contracts have assignment or change of control provisions that may be triggered by a sale.

The exit is being prompted by the looming change of control of SABMiller in a global beer mega-merger where Anheuser - Busch InBev is buying out SABMiller in a $ 145 billion global deal.

Employment Contracts in Change of Control Transactions: Dos, Don'ts, Tricks and Traps, MBA Continuing Legal Education, 2015, Tamsin R. Kaplan (co-chair)

On June 10, Davis Malm attorneys Tamsin R. Kaplan co-chaired and Daniel T. Janis presented at the Massachusetts Bar Association Continuing Legal Education «Employment Contracts in Change of Control Transactions: Dos, Don'ts, Tricks and Traps» program.

Yokum's solution is a security that, in the ideal case, converts into preferred stock (if and when a «Qualified Financing» is obtained) or, in other cases (such as change of control), into common stock.

In almost identical statements, the companies requested trading halts until market open on Wednesday, pending «a potential change of control transaction.»

But I think it would be totally wrong to cave into the Mark Thompson / Channel 4 / Guardian line that this represents a susbtantial change of control given that we all know Sky is controlled by News Corp now anyway.

For newly issued BBB bonds, there is an increase in change of control covenants, which would allow bondhold...

One shortcoming of this approach is that there is probably little chance of resource conversion (especially changes of control) that would result, almost immediately, in the elimination, or sharp reduction, in the discounts from NAV.

The 30 selections include change of control, assignment, insurance, limitation of liability, force majeure, warranty and the like.

Securities regulators should consider further regulating in this area by implementing sunset provisions and mandating procedures in changes of control when these structures are in place.

Furthermore by having only a third elected each year change of control is achieved gradually, thereby reflecting the more consistent views of the electorate rather than those that prevail at just one brief period and which might be temporary in nature.

«It's useful in modeling concepts in neuroscience to have a system that will yield a diverse range of behaviors for small changes of a control parameter, as this may help offer some insights about how the same neural tissue displays different responses,» Alonso said, whose research was funded by a fellowship from the Leon Levy Foundation.

(As an aside, it seems as if the absence of change of control possibilities combined with the indifference toward OPMI interests have been important contributors to Japan's twenty - year long recession.)

Unlike the most recent era, lower leverage and more prevalent change of control protections help to limit cram down losses.

In the announcement, CanniMed indicated that the claim was for $ 725 million in damages resulting from the defendants» (alleged) «unlawful actions that have negatively affected the appreciation of the value of common shares of CanniMed and prevented CanniMed from pursuing alternative change of control transactions for the benefit of the CanniMed shareholders.»

They look for language regarding change of control, indemnity, insurance, governing law and the like.

He has significant experience representing boards of directors and special board committees in connection with significant corporate transactions, complex related party transactions, disputes with major shareholders, solicited and unsolicited change of control transactions and corporate governance matters generally.

Inappropriate boilerplate in drafting, busted cross references, or missed change of control provisions in diligence can make a significant impact.

We interfere at our clients» request in change of control disputes and in proxy fights.

It is unclear what sort of change of control clauses operate under the Lion arrangements for the licensing of Corona and Stella Artois.

Based on machine - learning technology developed at Columbia University, Diligence Accelerator helps lawyers quickly analyze legal documents to find critical terms and provisions governing topics such as change of control and non-competition.

Amounts included in the table for Executive Officers do not include amounts due under the Executive Officers and Dr. Wolfe's change of control agreements.

Mr West said change of control provisions would trigger contract changes and Lion is happy with the status quo.

Many companies have such change of control covenants in their bond or loan agreements, among them J.C. Penney (JCP), Kroger (KR), Ingersoll - Rand (IR), and Dell (DELL).

Other things being equal, the Graham and Dodd Net - Nets held by TAVF are susceptible to resource conversion activities, especially changes of control, and going privates, i.e., insider buyouts.

Such change of control provisions may allow a counterparty to terminate an agreement early when the relevant company is no longer a subsidiary of the same ultimate holding company.

For newly issued BBB bonds, there is an increase in change of control covenants, which would allow bondholders to sell their bonds at investment grade levels (if not better) in a takeover.

Particularly, common shareholders need to be protected if a company institutes a change of control or collapses its dual - class structure.

Investors were outraged that he'd get $ 50 million if there was a change of control.

In its lawsuit against ListHub, Zillow Group is claiming that its acquisition of Trulia was not technically a «change of control» because the acquisition was structured so that Trulia remained intact as a corporate entity, Walmsley said.