Financing of the Acquisition Sample Clauses
Financing of the Acquisition. The cash consideration payable to the St. Modwen Shareholders under the terms of the Acquisition will be financed by equity to be invested by Blackstone Funds. In connection with the financing of Bidco, Blackstone Funds have entered into the Equity Commitment Letter. Rothschild & Co in its capacity as financial adviser to Bidco, is satisfied that sufficient resources are available to Bidco to satisfy in full the cash consideration payable to the St. Modwen Shareholders under the terms of the Scheme. Further information on the financing of the Acquisition will be set out in the Scheme Document.
Financing of the Acquisition. The cash Consideration necessary to satisfy the Acquisition in full will be funded from Nationwide’s existing cash resources. UBS, in its capacity as financial adviser to Nationwide, is satisfied that sufficient resources are available to Nationwide to satisfy in full the Consideration payable by Nationwide to Virgin Money Shareholders pursuant to the Acquisition.
Financing of the Acquisition. The Consideration payable by Regent pursuant to the Acquisition will be funded from existing cash resources available to Regent Gas Holdings Limited (“RGHL”) and Regent Gas Limited (“RGL”) and transferred to Regent pursuant to inter-company loans between RGHL and RGL, and RGHL and Regent. SPARK, in its capacity as financial adviser to Regent, is satisfied that sufficient resources are available to Regent to satisfy in full the Consideration payable to TClarke Shareholders pursuant to the terms of the Acquisition.
Financing of the Acquisition. Intact financing Tryg financing
Financing of the Acquisition. Renesas intends to finance the cash consideration payable to the Dialog Shareholders pursuant to the Acquisition from third party debt as described below. Renesas has entered into the Bridge Facility Agreement dated 8 February 2021 with MUFG Bank, Ltd. and Mizuho Bank, Ltd. for ¥735.4 billion, the proceeds of which will be used to fund the cash consideration payable to Dialog Shareholders in connection with the Acquisition. Given that the third party debt is denominated in JPY and the cash consideration payable to Dialog Shareholders in connection with the Acquisition is to be denominated in EUR, Renesas has specific measures in place to mitigate against JPY/EUR currency fluctuations between the date of the Bridge Facility Agreement and the time of payment of the cash consideration. It is currently contemplated that the commitments and/or amounts outstanding under the Bridge Facility Agreement will be reduced or refinanced with long-term debt or equity. Nomura, in its capacity as financial adviser to Renesas, is satisfied that sufficient resources are available to Renesas to enable it to satisfy in full the cash consideration payable to Dialog Shareholders under the terms of the Acquisition. Further information on the financing of the Acquisition will be set out in the Scheme Document.
Financing of the Acquisition. The total purchase price under the Acquisition Agreement will be satisfied as to approximately HK$79.3 billion (equivalent to about US$10.2 billion) in cash and the remainder of approximately HK$176.7 billion (equivalent to about US$22.7 billion) by way of issue of the Consideration Shares to CMBVI. The Consideration Shares will be issued at a price equivalent to the Offer Price (see further discussion below in the section relating to the mechanism for the determination of the issue price of the Consideration Shares). Furthermore, the Company may, prior to Completion, elect to increase the portion of the total purchase price to be satisfied by the Consideration Shares by way of increasing the total number of Consideration Shares to be issued to CMBVI, provided that CMBVI's shareholding in the Company, immediately after Completion and the issue of the Consideration Shares, will not exceed 76.5% (which is CMBVI's maximum shareholding percentage in CMHK as permitted under the Stock Exchange's waivers granted in 1997). Correspondingly, the cash portion of the total purchase price will be reduced by the same amount to keep the total purchase price unchanged. As noted in the "Letter from the Chairman" of the Circular, the major portion of the cash consideration will be funded by the combination of funds raised from the Share Offering of approximately US$6.6 billion (equivalent to about HK$51.3 billion) (including the Shares which Vodafone has agreed to subscribe for, with an aggregate subscription price of US$2.5 billion (equivalent to about HK$19.5 billion)) and the Convertible Note Offering of approximately US$0.6 billion (equivalent to about HK$4.7 billion), as well as the Renminbi-denominated syndicated bank loans of approximately US$1.5 billion (equivalent about HK$11.8 billion). The remainder of approximately US$1.5 billion (equivalent to about HK$11.7 billion) will be funded as to approximately US$0.5 billion (equivalent to about HK$3.9 billion) by the existing internal cash resources of the Company and approximately US$1.0 billion (equivalent to about HK$7.8 billion) by additional internal resources and other forms of funding of the Company, or if elected by the Company, to be replaced with the issue of additional Consideration Shares to CMBVI as discussed above. The Share Offering and the Convertible Note Offering will occur as soon as the Company and the respective underwriters agree on the pricing and other terms of the respective offerings. It should...
Financing of the Acquisition. The Cash Consideration payable by Petrichor under the terms of the Acquisition will be funded from the existing cash resources of Petrichor which are drawn and fully funded. Spark, in its capacity as financial adviser to Petrichor, is satisfied that sufficient resources are available to satisfy in full the Cash Consideration payable to Egdon Shareholders under the terms of the Acquisition.
Financing of the Acquisition. The consideration payable to CityFibre Shareholders pursuant to the Acquisition will be financed by equity to be invested by Bidco. Bidco is a newly incorporated company, formed on behalf of, and which is indirectly jointly-owned on a 50:50 basis by, Antin and WSIP, for the purpose of implementing the Acquisition. In accordance with Rule 2.7(d) of the City Code, Greenhill and ▇▇▇▇▇▇▇ ▇▇▇▇▇ International, financial advisers to the Consortium and Bidco, are satisfied that sufficient cash resources are available to Bidco to enable it to satisfy in full the cash consideration payable to CityFibre Shareholders in connection with the Acquisition. Until the earlier of the Longstop Date and any repayment or refinancing of the Proventus Facility, the CityFibre Directors intend to retain not less than £70 million of CityFibre’s existing cash resources, which may be used to pay the Existing Debt Repayment Amount, if required, following completion of the Acquisition and, accordingly, to ensure that it retains sufficient uncommitted cash reserves to enable it to do so.
Financing of the Acquisition. The cash consideration payable to LTG Shareholders by Bidco under the terms of the Acquisition together with certain fees and expenses in connection with the Acquisition will be financed by a combination of: (i) equity to be invested by General Atlantic; and (ii) debt to be provided under an Interim Facilities Agreement provided by certain third party lenders comprising a US$526,367,080 interim term loan facility (in respect of which Bidco has obtained fully underwritten commitments from certain third party lenders to provide such facilities pursuant to the Interim Facilities Agreement). The majority of the equity to be invested by General Atlantic to fund the Acquisition will be subscribed, in a maximum amount of up to a U.S. dollar equivalent of approximately £228.4 million, by way of a subscription of A1 Preference Shares at a U.S. dollar price per share that is equal to the 100 ▇▇▇▇▇ per LTG Share in respect of the Cash Offer (subject to an initial offer discount to such price of three per cent.). General Atlantic’s subscription of A1 Preference Shares will be scaled back from such maximum amount if and to the extent that any B Preference Shares are issued in connection with valid elections for Alternative Offer 2, by such amount as is commensurate with the number of B Preference Shares issued. The remainder of General Atlantic’s equity will be invested through subscribing for Ordinary Shares at a U.S. dollar price per share that is equal to the 100 ▇▇▇▇▇ per LTG Share in respect of the Cash Offer. Further information is set out in paragraph 4 of Appendix IV. Bidco has also entered into specific foreign currency hedging arrangements to address foreign currency fluctuations between the date of this Announcement and the time of payment of the cash consideration to LTG Shareholders in connection with the Acquisition because the interim term loan facility under the Interim Facilities Agreement is denominated in U.S. dollars whereas the cash consideration payable to LTG Shareholders in connection with the Acquisition is denominated in GBP. These foreign currency hedging arrangements will also address foreign currency fluctuations between the date of this Announcement and the time of General Atlantic’s cash subscription for equity in Topco as described above.
Financing of the Acquisition of the Initial and Additional Improvements. Applicant, in order to proceed in a timely way with development of the Property, may initiate construction of Additional Improvements that will, following the completion of the construction thereof, be acquired, owned, operated and maintained by the City. Applicant shall solicit bids for the construction of each of the Additional Improvements from not less than three (3) contractors and Applicant shall award the construction contract for each of the Additional Improvements to that contractor submitting the lowest responsible bid for such work and that the design and the construction of each of the Additional Improvements shall be undertaken in conformity with the following requirements:
(a) in substantial compliance with the plans and specifications approved by the City for each such Additional Improvement;
(b) in a good and workmanlike manner by well-trained adequately supervised workers;
(c) in strict compliance with all governmental and quasi-governmental rules, regulations, laws, building codes and all requirements of Applicant’s insurers and lenders;
(d) free of any known design flaws and defects; and
(e) except as provided above, in substantial compliance with the requirements of Exhibit B attached hereto which is incorporated herein by this reference. Applicant certifies that Applicant solicited bids for the construction of each of the Initial Improvements from not less than three (3) contractors and that Applicant awarded the construction contract for each of the Initial Improvements to that contractor submitting the lowest responsible bid for such work and that the design and the construction of each of the Initial Improvements was undertaken in conformity with (a) through (d) above in the preceding paragraph. The City agrees to acquire the Initial Improvements notwithstanding the fact that such Initial Improvements may not have been bid and the award of the construction contracts may not have been made in accordance with all of the requirements of Exhibit B hereto.