Search - consideration

Whether loss consolidation transactions acceptable where voting power of controlling party in one of the affiliated corporations is disproportionate to participating equity interest and consideration for the losses is given. 4. ... Lossco holds Class 5 preferred shares of Lossco Sub (the "Lossco Sub Preferred Shares") which it received as consideration for the previous transfer of the Portfolio to Lossco Sub. ... Opco will subscribe for XXXXXXXXXX Newco Class II Common Shares in consideration for a cash contribution equal to the fair market value of the XXXXXXXXXX Newco Class I Common Shares held by Lossco. ...

As consideration for all the redemptions described in Paragraph 9, the Corporation issued Debt1 to the Trust. 11. ... Upon incorporation of Newco, the Estate will subscribe for 1 Class A common share for $XXXXXXXXXX cash consideration. 25. ... The Trust will transfer XXXXXXXXXX Class F preferred shares and XXXXXXXXXX Class I preferred shares of the capital stock of the Corporation to Newco in consideration for PN1. ...

Estate will receive as consideration Note 1 issued by Newco for an amount equal to the FMV of the Class A shares of the capital stock of Amalco as at the date of X's death. ... Estate will receive as consideration Note 2 issued by Newco for an amount equal to the FMV of the Class C shares of the capital stock of Amalco as at the date of X's death. 27. ... Y will receive as consideration one Class G preferred share of the capital stock of Newco with a redemption value equal to the FMV of the common share of the capital stock of Amalco transferred. ...

In consideration for the Aco shares transferred, ParentCco will pay to ParentAco $XXXXXXXXXX in cash. ... In consideration for the Aco shares transferred, Cco will pay to ParentCco $XXXXXXXXXX in cash, and will issue to ParentCco one common share of its capital stock. Cco will use its available cash on hand and cash borrowed from related entities to fund the $XXXXXXXXXX cash consideration paid to ParentCco. ...

As consideration for all the redemptions described in Paragraph 9, the Corporation issued Debt1 to the Trust. 11. ... Upon incorporation of Newco, each of the Beneficiaries will subscribe for 1 Class A common share for $XXXXXXXXXX cash consideration. 25. ... The Trust will transfer XXXXXXXXXX Class F preferred shares and XXXXXXXXXX Class I preferred shares of the capital stock of the Corporation to Newco in consideration for PN1. ...

Each Class G preferred share will be redeemable and retractable for an amount (the “Redemption Amount”) equal to the FMV of the consideration received by Newco upon the issuance of such share. ... The Trust will receive as consideration: a. Note 1 issued by Newco for an amount equal to the FMV of the Class A shares of the capital stock of Holdco as at the date of Mr. ... The Trust will receive as consideration Note 2 issued by Newco for an amount equal to $XXXXXXXXXX, being the FMV of the Class G preferred shares of the capital stock of Holdco held at the date of transfer. ...

For the purposes of the Act, the increase to the PUC of the TC Class A Shares that are issued as consideration for the XXXXXXXXXX DC Common Shares transferred to TC1, will be $XXXXXXXXXX. 8. ... For the purposes of the Act, the increase to the PUC of the TC Class A Shares that are issued as consideration for the XXXXXXXXXX DC Common Shares transferred to TC2, will be $XXXXXXXXXX. 9. ... For the purposes of the Act, the increase to the PUC of the TC Class A Shares that are issued as consideration for the XXXXXXXXXX DC Common Shares transferred to TC3, will be $XXXXXXXXXX. 10. ...

As a result, Parent issued approximately XXXXXXXXXX common shares having a fair market value of approximately $XXXXXXXXXX and paid total cash consideration of approximately $XXXXXXXXXX with each of the Subsidiary's registered shareholders being paid the relevant cash consideration amount with any fraction of a penny due being rounded up to the next whole cent. 9. ... Parent's cost of the Subsidiary shares acquired in the Arrangement: (a) in respect of which valid elections under section 85 of the Act are filed on a timely basis will be equal to the amount determined under subsection 85(1); and (b) in respect of which no elections under section 85 of the Act are filed will equal the amount added to the stated capital of the common shares of the Parent in respect of the issuance of such shares as consideration for the particular Subsidiary shares plus the amount of the cash consideration paid for the particular Subsidiary shares. ... OPINIONS Provided that proposed subsection 143.3(3) is enacted in substantially the same form as contained in Bill C-33, which received second reading in the House of Commons on May 14, 2007, for the purposes of Ruling A(b) above the Parent's cost of the Subsidiary shares acquired in the Arrangement will be reduced by the amount, if any, by which the fair market value of the Parent's common shares issued as consideration for the particular Subsidiary shares exceeded the aggregate of the amount of the cash consideration paid by the Parent for the particular Subsidiary shares and the fair market value of the particular Subsidiary shares at the time they were acquired by the Parent. ...

The common shares were issued for a consideration of $XXXXXXXXXX per share for a total consideration of $XXXXXXXXXX. 4. ... Newco will issue XXXXXXXXXX common shares of its capital stock to Amalco and XXXXXXXXXX Class A shares to Z for nominal consideration. 15. ... Z will sell all of the Class A shares of Lossco owned by Z to Opco for cash consideration equal to the PUC of the Class A shares. 28. ...

In this case, the Cash Consideration payable by US Pubco to Parent will be reduced by the amount of the Parent Subordinated Senior Notes assumed by US Pubco including any accrued interest. ... Parent will sell to US Pubco all of its units of US LLC in exchange for the Cash Consideration and XXXXXXXXXX common shares of US Pubco. ... In this case, the Cash Consideration payable by US Pubco to Parent will be reduced by the principal amount of the Parent Subordinated Senior Notes plus any accrued interest. ...