Search - 三河市 市委书记 现任

Ipsen/Clementia-- summary under Canadian Buyco Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Cross-Border Acquisitions- Inbound- Canadian Buyco Ipesn SA acquisition of Clementia Pharmaceuticals includes a significant contingent cash payment (CVR) Overview The cash consideration for the proposed acquisition of Clementia Pharmaceuticals (a Canadian-incorporated NASDAQ-listed clinical-stage biopharmaceutical company) by a Canadian Buyco subsidiary of Ipsen S.A. includes not only an up-front cash payment of US$25.00 per share (for an aggregate of US$1.04 billion) but also a deferred payment, on the achievement by the end of 2024 of FDA approval of a new drug application made by Clementia, in the form of a contingent value right ("CVR") of US$6.00 per Share. ...

H&R REIT/Primaris REIT-- summary under S. 107.4 Spin-Offs Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- S. 107.4 Spin-Offs H&R REIT spin-off of Primaris REIT using the s. 107.4 rollover Overview In order to have a greater focus on industrial and residential properties and its US portfolio, the REIT is proposing to spin-off a newly formed unit trust (Primaris REIT), containing a portfolio focused more on Canadian retail and office properties, on a tax-free basis to its unitholders. ...

Filo/ BHP/ Lundin-- summary under Shares for Shares and Cash Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Mergers (mostly Plans of Arrangement)- Shares for Shares and Cash Filo to be jointly acquired by BHP for BHP cash, and by Lundin Mining for cash and shares Overview It is proposed that Filo, a TSX-listed CBCA corporation indirectly holding a large deposit in Argentina and Chile, will be acquired by a Canadian joint venture company (JVCo) to be held on a 50-50 basis indirectly by (TSX-listed) Lundin Mining and by a Canadian subsidiary (BHP) in the BHP Group (the parent’s primary listing is in Australia). ...

QLT/Auxilium-- summary under Reverse takeovers Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Cross-Border Acquisitions- Inbound- Reverse takeovers Merger of QLT and Auxilium in inversion transaction Overview To effect the combination of Auxilium and QLT, AcquireCo, an indirect wholly owned subsidiary of QLT, will be merged with and into Auxilium (the "merger"). ...

Threshold Power Note Baker & McKenzie will provide an opinion (supported by interest rate and debt feasibility studies) to the underwriters that the Threshold Power Note is debt. ...

Endo/Paladin-- summary under New NR Holdco (Inversion) Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Cross-Border Acquisitions- Inbound- New NR Holdco (Inversion) Acquisition by Endo International (a newly-formed public plc) of Endo Health and Paladin with safe income strip, tuck-over option and taxable Canadian spin-off Overview It is proposed that a newly-formed Irish company (New Endo) will become the publicly-traded holding company for two public companies: Endo (a US public company) and Paladin (a Canadian pubic company). ...

The Merger and Arrangement (collectively, the "Transaction") are conditional on an opinion from Pozen's special tax counsel to the effect that Code s. 7874, existing regulations promulgated thereunder, and official interpretation thereof should not apply so as to cause Parent to be treated as a U.S. corporation for Code purposes- – and a U.S.$3.5M termination fee is payable to Tribute if this opinion cannot be delivered. ...

Nuvo/Crescita-- summary under Butterfly spin-offs Summary Under Tax Topics- Public Transactions- Spin-Offs & Distributions- Butterfly spin-offs Nuvo Research butterfly spin-off of Crescita Overview. ...

Plan of Arrangement), with GWRI as the survivor – following which a public offering by GWRI would be completed. ...

Oil Search/InterOil-- summary under Canadian Buyco Summary Under Tax Topics- Public Transactions- Mergers & Acquisitions- Cross-Border Acquisitions- Inbound- Canadian Buyco InterOil acquisition by Oil Search in consideration for shares or cash, and a resource-based contingent cash payment Overview Oil Search, a Papua New Guinea (“PNG”) corporation listed on the ASX, is proposing to use a newly-incorporated Yukon subsidiary (“Purchaser”) to acquire (under a Yukon Plan of Arrangement) InterOil, which is a Yukon corporation listed on the NYSE but essentially all of whose assets are natural gas assets held in a PNG subsidiary. ...