What does Convertible mean? In practice, a convertible (often a convertible bond or convertible loan note/CLN) is a debt instrument that pays interest and gives the holder a contractual right to convert the principal (and sometimes accrued interest) into shares of the issuing company on stated terms. It is a descriptive market expression rather than a term defined in the Companies Acts, though UK and EU/Irish securities rules refer to “convertible securities” for prospectus, listing and market abuse purposes. Key features typically include: a fixed or accruing coupon; a maturity date; a conversion price or formula (e.g. discount to a future...
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Outline of a UK merger inquiry into the completed purchase by Hunter Douglas N.V. of Convertible Loan Notes and specified rights in 247 Home Furnishings Ltd in 2013 (2013 Transaction), and the later completed purchase by Hunter Douglas N.V. of a controlling stake in 247 Home Furnishings Ltd in 2019 (2019 Transaction) (together, the Transactions). The Transactions give rise to horizontal overlaps in the supply of window furnishings, such as blinds, shutters and curtains.
On 14 September 2020, the CMA published its final report from its phase 2 review, concluding that the transaction has led to, or could be expected to lead to, an SLC in the online supply of made-to-measure blinds in the UK. In particular, the CMA concluded that the deal removes a close rival from this market, creating the ability and incentive for the merged business to raise retail prices, degrade product quality or customer service, and/or narrow the breadth of its products/services. Consequently, the CMA blocked the deal and required a partial divestiture of...
When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...
This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...
Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...
I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...