The Northern Ireland assembly will receive an additional # 1 billion of investment, providing it can agree on a power
sharing agreement by midnight on Monday.
The DUP and Sinn Fein must agree on a power
sharing agreement by the March 26th deadline or reach their own deal on devolution, Northern Ireland secretary Peter Hain has warned.
In the meantime, the government could implement the spirit and intent of its commitment in the power
sharing agreement by instructing the staff reviewing Kinder Morgan's permits to bend over backwards to engage affected First Nations on any issue, even if they tangentially involved.
Meeting participants also recognized that it is not enough for parties to simply agree, in principle, on sharing primary data, as the world must also commit to tackling the technical challenges of implementing data
sharing agreements by simplifying and standardizing data capture procedures, assuring data quality, and harmonizing disparate data platforms.
Not exact matches
Shares in Bluescope Steel Ltd, Australias only steel producer, rose on reports of the
agreement, trading 0.6 percent higher
by 0320 GMT after opening lower.
However, rather than compete for market
share on the merits or fulfill its statutory obligation to enable competitors to practice its invention after its patents expired, Green Mountain has abused its dominance in the brewer market
by coercing business partners at every level of the K - Cup distribution system to enter into anticompetitive
agreements intended to unlawfully maintain Green Mountain's monopoly over the markets in which K - Cups are sold.
Even in the face of these exclusionary
agreements that have unreasonably restrained competition, some companies, such as TreeHouse, have fought hard to win market
share away from Green Mountain on the merits
by offering innovative, quality products at substantially lower prices.
Pearson filed the suit on Monday in the U.S. District Court of New Jersey, saying Valeant breached his contract
by not paying him 580,676
shares and 2.5 million performance
shares due in November under the terms of his separation
agreement, the Journal reported.
The
agreement was part of a settlement following charges that Facebook «deceived consumers
by telling them they could keep their information on Facebook private, and then repeatedly allowing it to be
shared and made public,» the FTC said in a news release at the time.
Shares in Perth gold miner Minera Gold rose
by over 33 per cent after it announced it had signed an
agreement to buy the San Santiago gold and copper processing plant in Peru for $ US5.5 million.
Exploration firm Red River Resources has seen its
share price jump
by over 80 per cent after it entered into a $ 6.5 million
agreement with the administrators of collapsed explorer Kagara, for the sale of its projects in northern Queensland.
Shares in Poseidon Nickel surged
by over 10 per cent after it announced an offtake
agreement with BHP Billiton Nickel West.
Such risks, uncertainties and other factors include, without limitation: (1) the effect of economic conditions in the industries and markets in which United Technologies and Rockwell Collins operate in the U.S. and globally and any changes therein, including financial market conditions, fluctuations in commodity prices, interest rates and foreign currency exchange rates, levels of end market demand in construction and in both the commercial and defense segments of the aerospace industry, levels of air travel, financial condition of commercial airlines, the impact of weather conditions and natural disasters and the financial condition of our customers and suppliers; (2) challenges in the development, production, delivery, support, performance and realization of the anticipated benefits of advanced technologies and new products and services; (3) the scope, nature, impact or timing of acquisition and divestiture or restructuring activity, including the pending acquisition of Rockwell Collins, including among other things integration of acquired businesses into United Technologies» existing businesses and realization of synergies and opportunities for growth and innovation; (4) future timing and levels of indebtedness, including indebtedness expected to be incurred
by United Technologies in connection with the pending Rockwell Collins acquisition, and capital spending and research and development spending, including in connection with the pending Rockwell Collins acquisition; (5) future availability of credit and factors that may affect such availability, including credit market conditions and our capital structure; (6) the timing and scope of future repurchases of United Technologies» common stock, which may be suspended at any time due to various factors, including market conditions and the level of other investing activities and uses of cash, including in connection with the proposed acquisition of Rockwell; (7) delays and disruption in delivery of materials and services from suppliers; (8) company and customer - directed cost reduction efforts and restructuring costs and savings and other consequences thereof; (9) new business and investment opportunities; (10) our ability to realize the intended benefits of organizational changes; (11) the anticipated benefits of diversification and balance of operations across product lines, regions and industries; (12) the outcome of legal proceedings, investigations and other contingencies; (13) pension plan assumptions and future contributions; (14) the impact of the negotiation of collective bargaining
agreements and labor disputes; (15) the effect of changes in political conditions in the U.S. and other countries in which United Technologies and Rockwell Collins operate, including the effect of changes in U.S. trade policies or the U.K.'s pending withdrawal from the EU, on general market conditions, global trade policies and currency exchange rates in the near term and beyond; (16) the effect of changes in tax (including U.S. tax reform enacted on December 22, 2017, which is commonly referred to as the Tax Cuts and Jobs Act of 2017), environmental, regulatory (including among other things import / export) and other laws and regulations in the U.S. and other countries in which United Technologies and Rockwell Collins operate; (17) the ability of United Technologies and Rockwell Collins to receive the required regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the merger) and to satisfy the other conditions to the closing of the pending acquisition on a timely basis or at all; (18) the occurrence of events that may give rise to a right of one or both of United Technologies or Rockwell Collins to terminate the merger
agreement, including in circumstances that might require Rockwell Collins to pay a termination fee of $ 695 million to United Technologies or $ 50 million of expense reimbursement; (19) negative effects of the announcement or the completion of the merger on the market price of United Technologies» and / or Rockwell Collins» common stock and / or on their respective financial performance; (20) risks related to Rockwell Collins and United Technologies being restricted in their operation of their businesses while the merger
agreement is in effect; (21) risks relating to the value of the United Technologies»
shares to be issued in connection with the pending Rockwell acquisition, significant merger costs and / or unknown liabilities; (22) risks associated with third party contracts containing consent and / or other provisions that may be triggered
by the Rockwell merger
agreement; (23) risks associated with merger - related litigation or appraisal proceedings; and (24) the ability of United Technologies and Rockwell Collins, or the combined company, to retain and hire key personnel.
Blockchain technology shows potential in certain real - world applications, particularly for tracking supply chains
shared by multiple parties, but those are private projects based on
agreements between a few players.
Calima has largely shielded its
share price from any major selling pressure
by securing voluntary, 12 - month escrow
agreements from investors with 14 % of its post-bid capital.
Specifically, SHKRELI, assisted
by GREEBEL and others, defrauded Retrophin
by causing it to: (i) transfer Retrophin
shares to MSMB Capital even though MS ~ B Capital never invested in Retrophin; (ii) enter into settlement
agreements with defrauded MSMB Capital and MSMB Healthcare investors to settle liabilities owed
by the MSMB Capital and MSMB Healthcare funds (the «MSMB Funds») and SHKRELI; and (iii) enter into sham consulting -
agreements with other defrauded MSMB Capital, MSMB Healthcare and Elea Capital investors as an alternative means to settle liabilities owed
by the MSMB Funds and SHKRELI.
Then, having not reached an
agreement with Barnes & Noble
by November, Sandell proposed to take Barnes & Noble private in a deal that valued the company at more than $ 650 million, or over $ 9 per
share.
Uber's
agreement last week to acquire Jump, an electric bike -
sharing service, brought new legitimacy to a business that had been viewed
by some as a novelty.
A data -
sharing agreement obtained
by New Scientist shows that Google DeepMind's collaboration with the NHS goes far beyond what it has publicly announced
Following the expiration of the lock - up
agreements referred to above, stockholders owning an aggregate of up to
shares of our Class B common stock can require us to register
shares of our capital stock owned
by them for public sale in the United States.
The report released
by American Enterprise Institute centers around alternative financial products, such as income
share agreements (ISA).
Following the expiration of the lock - up
agreements referred to above, stockholders owning an aggregate of up to 248,396,604
shares of our Class B common stock (including
shares issuable pursuant to the exercise of warrants to purchase
shares of our capital stock that were outstanding as of September 30, 2015) can require us to register
shares of our capital stock owned
by them for public sale in the United States.
Concurrently with the reallocation of Fernandez and Tilles» Escrow
Shares, Shkreli caused Fernandez, Tilles and Biestek to enter into agreements with Shkreli (prepared by Retrophin's then outside counsel) whereby Fernandez, Tilles and Biestek agreed to sell 75,000, 37,500, and 37,500 Retrophin shares respectively to Shkreli with payment to follow at a later date (the «Forward Purchase Agreements&ra
Shares, Shkreli caused Fernandez, Tilles and Biestek to enter into
agreements with Shkreli (prepared by Retrophin's then outside counsel) whereby Fernandez, Tilles and Biestek agreed to sell 75,000, 37,500, and 37,500 Retrophin shares respectively to Shkreli with payment to follow at a later date (the «Forward Purchase Agreement
agreements with Shkreli (prepared
by Retrophin's then outside counsel) whereby Fernandez, Tilles and Biestek agreed to sell 75,000, 37,500, and 37,500 Retrophin
shares respectively to Shkreli with payment to follow at a later date (the «Forward Purchase Agreements&ra
shares respectively to Shkreli with payment to follow at a later date (the «Forward Purchase
AgreementsAgreements»).
If we terminate Mr. Drexler's employment without cause or he terminates his employment with good reason, Mr. Drexler will be entitled to receive (i) a payment of his earned but unpaid annual base salary through the termination date, any accrued vacation pay and any un-reimbursed expenses, and (ii) subject to Mr. Drexler's execution of a valid general release and waiver of claims against us, as well as his compliance with the non-competition, non-solicitation and confidential information restrictions described below, (a) a payment equal to his annual base salary and target cash incentive award, one - half of such payment to be paid on the first business day that is six (6) months and one (1) day following the termination date and the remaining one - half of such payment to be paid in six equal monthly installments commencing on the first business day of the seventh calendar month following the termination date, (b) a payment equal to the product of (x) the last annual cash incentive award Mr. Drexler received prior to the termination date and (y) a fraction, the numerator of which is the number of days of service completed
by Mr. Drexler in the year of termination and the denominator of which is 365, such amount to be paid on the first business day that is six (6) months and one (1) day following the termination date, and (c) the immediate vesting of such portion of unvested restricted
shares and stock options as provided and pursuant to the terms of the relevant grant
agreements under our 2003 Equity Incentive Plan.
deal he had made with Geller
by causing Retrophin to enter into a consulting
agreement under which Geller was to receive a total of 331,500 shares of Retrophin stock (131,500 immediately, followed by 50,000 per quarter over the next four quarters)(the «Geller Consulting Agreement
agreement under which Geller was to receive a total of 331,500
shares of Retrophin stock (131,500 immediately, followed
by 50,000 per quarter over the next four quarters)(the «Geller Consulting
AgreementAgreement»).
(f)
by causing Retrophin to enter into the Yaffe Consulting
Agreement, as a result of which Retrophin paid $ 200,000 in cash and issued 15,000
shares to Yaffe, resulting in a benefit to Shkreli of more than $ 600,000 (at current market prices).
Shkreli could have mitigated the damage caused to Retrophin
by his self - dealing with respect to the Rosenwald and Kocher Settlement
Agreements by requiring that Rosenwald's and Kocher's restricted
shares be turned over to Retrophin.
(6) Regardless of the terms of any
agreement evidencing an Incentive Award, the Committee shall have the right to substitute stock appreciation rights for outstanding Options granted to any Participant, provided the substituted stock appreciation rights call for settlement
by the issuance of
shares of Common Stock, and the terms of the substituted stock appreciation rights and economic benefit of such substituted stock appreciation rights are at least equivalent to the terms and economic benefit of the Options being replaced.
Sullivan, Biestek and Vaino gave up their Fearnow Escrow
Shares via «Purchase
Agreement Amendments» prepared
by outside counsel.
Shkreli was awarded substantial compensation
by the Company during the period of his disloyalty including, but not limited to: substantial cash compensation, 1,605,570
shares of Retrophin stock, a grant of 1,080,000 time based options to purchase Retrophin stock (the «December 2013 Option
Agreement «-RRB- and a grant of 400,000 options (half time based and half performance based) to purchase
shares of Retrophin stock (the «February 2014 Option
Agreement»).
(d)
by causing Retrophin to pay cash to himself, Biestek, and Fernandez so that he would not have to invest $ 731,778 of his own funds in the February PIPE, and
by using PIPE proceeds in contravention of the terms of the Securities Purchase
Agreement to fund investments
by Shkreli, Biestek and Fernandez, resulting in an additional benefit to Shkreli alone of $ 360,000 in cash and 180,000 Retrophin
shares and warrants worth more than $ 5.3 million (at current market prices).
Under the terms of the merger
agreement, which has been unanimously approved
by the Boards of both companies, ILG shareholders will receive $ 14.75 in cash and 0.165
shares of MVW common stock for each ILG
share.
Accordingly, the voting power afforded to the Continuing LLC Owners
by their
shares of Class B common stock is automatically and correspondingly reduced as they exchange LLC Units and Class B common stock for
shares of the our Class A common stock pursuant to the Exchange
Agreement.
In December 2013, Shkreli determined that the Fearnow Escrow
Shares acquired by Fernandez and Tilles should be reallocated among Biestek, Fernandez and Tilles, and then sold to Shkreli pursuant to agreements that provided that Shkreli did not have to pay for the shares immediately, and could return them to Biestek, Fernandez and Tilles at his op
Shares acquired
by Fernandez and Tilles should be reallocated among Biestek, Fernandez and Tilles, and then sold to Shkreli pursuant to
agreements that provided that Shkreli did not have to pay for the
shares immediately, and could return them to Biestek, Fernandez and Tilles at his op
shares immediately, and could return them to Biestek, Fernandez and Tilles at his option.6
On Tuesday, Sphinx
shares rose 11 % after the Company announced that it has entered into an
agreement with Resources Tranchemontagne Inc. and Gardin Inc. to acquire a 100 % undivided interest in 22 claims held
by Tranchemontagne, which are located in Quebec, at the northern end of a northwest trending corridor as defined
by zinc - bearing dolomitic marbles.
It added around two cents to the company's annual earnings per
share, allowing Humana to surpass its $ 7.50 EPS target
by a single cent and unlocking higher pay for top managers under terms of the company's compensation
agreement.
Responding in a statement to The Canadian Press, the U.S. Lumber Coalition said: «It is our understanding that there is no
agreement as Canada still appears unable to have a cohesive position that is consistent with their commitment in 2016 to an «at or below market
share» or quota
agreement construct... An «at or below market
share»
agreement...
by definition is a clean quota
agreement.»
Leverage data
sharing agreements offered
by ride - hailing services to better inform and plan regional and provincial transportation policy.
However, any outstanding stock options and RSUs granted under the 2007 Plan will remain outstanding, subject to the terms of our 2007 Plan and applicable award
agreements, until such
shares are issued under those awards (
by exercise of stock options or settlement of RSUs) or until the awards terminate or expire
by their terms.
This registration statement will become effective immediately on filing, and
shares covered
by this registration statement will be eligible for sale in the public markets, subject to Rule 144 limitations applicable to affiliates and any lock - up
agreements described above.
After the lock - up
agreements expire, all
shares outstanding as of December 31, 2016 will be eligible for sale in the public market, of which
shares are held
by directors, executive officers, and other affiliates and will be subject to volume limitations under Rule 144 of the Securities Act of 1933, as amended, or the Securities Act, and various vesting
agreements.
Propelled
by the close personal relationship between Xi Jinping and Vladimir Putin and their
shared multi-polar worldview, China and Russia have deepened their strategic partnership through energy
agreements, joint military exercises, and economic development in Central Asia through the Belt and Road Initiative.
The 2014 Recapitalization
Agreement would provide that we would retain net proceeds in connection with this offering of $ million (after we pay underwriting discounts on the
shares sold
by us and the expenses in this offering payable
by us and distribute net proceeds to our eligible teammates from the 1,745,395
shares being sold on behalf of VX Employee Holdings, LLC, a Virgin America employee ownership vehicle).
Certain funds advised
by Marcato Capital Management, LP, which own approximately 6.4 % of the outstanding
shares of BWW, have entered into an
agreement to vote in favor of the transaction.
These
shares will become eligible for sale in the public market and the options may be exercised once permitted
by provisions of the lock - up
agreements and applicable law.
We anticipate that, after consummation of the transactions contemplated
by the 2014 Recapitalization
Agreement and upon the closing of this offering, only the Post-IPO Note, and none of the Related - Party Notes or the Related - Party Warrants, would remain outstanding, and all of our outstanding
shares of convertible preferred stock and common stock of various classes would be converted into
shares of common stock.
We anticipate that, after consummation of the transactions contemplated
by the 2014 Recapitalization
Agreement and upon the closing of this offering, only the Post-IPO Note, and none of the Related - Party Notes or the Related - Party Warrants, would remain outstanding, and all of our issued and outstanding
shares of convertible preferred stock and common stock of various classes would be converted into
shares of common stock.
The registration statement on Form S - 8 is expected to become effective immediately upon filing, and
shares covered
by the registration statement will then become eligible for sale in the public market, subject to the Rule 144 limitations applicable to affiliates, vesting restrictions and applicable lock - up
agreements and market standoff
agreements.
The underwriting
agreement provides that the obligations of the underwriters are subject to certain conditions precedent and that the underwriters have agreed, severally and not jointly, to purchase all of the ADSs and ordinary
shares sold under the underwriting
agreement if any of these ADSs or ordinary
shares are purchased, other than those ADSs covered
by the overallotment option described below.
We could also incur an indemnification obligation for significant U.S. federal income tax liabilities resulting from actions taken
by us under the tax indemnity and
sharing agreement.