Little help here from the lawyers... does this part of the contract mean when NW emerges from BK that CO will have the right to buy back their golden share as a change of control will have occurred at NW?
(Source)
The Share shall not be redeemable by the Corporation [CO] except that it may be redeemed, at the option of the Corporation [again CO], for an amount equal to the Liquidation Preference [$100 I think] upon or following the occurrence of any one of following (each, a “Redemption Event”)...
...a NW Change of Control, unless the Corporation shall have previously notified Northwest in writing that a NW Change of Control will not be deemed to occur by virtue of the relevant event;
“NW Change of Control” means:
(i) a merger, reorganization, share exchange, consolidation, tender or exchange offer, private purchase, business combination, recapitalization or similar transaction as a result of which
[snip]
(iii) the sale, transfer or other disposition of all or substantially all of the Airline Assets of Northwest Airlines Corporation (or its successor) and its Subsidiaries on a consolidated basis directly or indirectly to a Major Carrier, any Affiliate of a Major Carrier or any combination thereof, whether in a single transaction or a series of related transactions;
[snip]
...thoughts?
Last edited by J.Edward; Jan 29, 2007 at 5:57 pm