on a solvent basis

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apoziopeza

Senior Member
slovak
Hi,

Please advise, what is the meaning of the underlined?

Thanks,

A.

Term Loan Agreement

1.1 Merger

(a) Except as permitted under paragraph (b) below, no Obligor and no member of the Group shall enter into any merger or demerger or similar corporate restructuring.

Paragraph (a) does not apply to mergers, demergers or similar corporate restructurings within the Group on a solvent basis and, in case an Obligor is involved, where such Obligor is the surviving entity.

xxx
Any member of the Group incorporated or organised under the laws of Germany (a German Group Member) or incorporated or organised in a member state of the European Union other than Germany but having its Centre of Main Interests in Germany enters into liquidation (other than a voluntary liquidation on a solvent basis not otherwise prohibited under this Agreement), is overindebted (überschuldet)
 
  • Glenfarclas

    Senior Member
    English (American)
    It means "any member of the Group incorporated or organised under the laws of Germany."

    Oh, sorry. I was answering what the phrase in bold meant, not the underlined phrase. I agree with CubaMania as to the latter.
     
    Last edited:

    cubaMania

    Senior Member
    Generally, "on a solvent basis" would specify that the restructuring or liquidation is being done by an entity that is "solvent", meaning that it will pay all of its debts in full.
    (*I'm not a lawyer. You may want to wait for a response from an attorney.)
     

    apoziopeza

    Senior Member
    slovak
    Generally, "on a solvent basis" would specify that the restructuring or liquidation is being done by an entity that is "solvent", meaning that it will pay all of its debts in full.
    (*I'm not a lawyer. You may want to wait for a response from an attorney.)
    Thanks a lot, it helped.
     
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