Under the terms of the LOI, the parties will effect a downstream merger
of Privateer with and into a wholly-owned subsidiary of Tilray, with the Tilray subsidiary surviving the merger, and the issuance by Tilray to Privateer stockholders of newly issued and registered shares of Tilray common stock in an aggregate amount equal to the number of Tilray common shares currently held by Privateer.
This claim postulates that the upstream firm will transfer its input at marginal cost instead of the higher premerger price, and this elimination of double marginalization (EDM) of the upstream firm's cost will lead the downstream merger
partner to reduce its output price.
Major parts of these will be placed overseas, with the IPD monitoring potential consolidation among the majors in the petroleum industry, which began in 1996 with a European downstream merger
of BP and Mobil.
proposed deal, referred to as a downstream merger
, would call for VMware to
The rules also address whether the creditors of insolvent entities should be treated as equity holders of the entity, whether two related acquisitions should be treated as one acquisition, and how a downstream merger
Fumagalli and Motta (2001) consider an industry characterized by secret vertical contracts, and examine a benchmark case where there are two vertical chains, in which two upstream manufacturers sell to two downstream retailers, thereby demonstrating that a downstream merger
is more welfare detrimental than an upstream merger.
This right arose from the decision by the extraordinary general meeting of Suzano held to approve the downstream merger
of Suzano into Bahia Sul.
The coker was later included in Phillips' downstream merger
with Ultramar Diamond Shamrock.
For example, when a new group acquires the assets or stock of the old common parent, or there is a downstream merger
of the old parent pursuant to Treasury Regulations section 1.1502-75(d)(2), or there is a reverse acquisition pursuant to Treasury Regulations section 1.1502-75(d)(3), the ELA is not recognized.
The S corporation was merged into a newly created nonprofit organization in a downstream merger
. The Sec.
One of the purposes of section 332 is to permit groups of corporations to reorganize their assets into the most efficient form free of tax that may otherwise result from liquidation of a corporate entity.(9) In lieu of a general rule that causes a prior intercompany transfer of stock to trigger gain upon the subsequent liquidation (or downstream merger
) of an entity (T) whose stock was transferred, TEI believes that a liquidation of a subsidiary pursuant to section 332 (or a deemed section 332 liquidation as a result of an election under section 338(h)(10)) or a downstream merger
should not be triggering events for the recognition of gain.
A downstream merger
is basically the view from the other side of an upstream merger.