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Diversey Holdings, Ltd.
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All | News | Filings
Date Filed | Type | Description |
03/08/2023 |
8-K/A
| Other Events, Financial Statements and Exhibits Interactive Data
Docs:
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"AGREEMENT AND PLAN OF MERGER by and among Olympus Water Holdings IV, L.P., DIAMOND MERGER LIMITED and DIVERSEY HOLDINGS, LTD. Dated as of March 8, 2023",
"ROLLOVER CONTRIBUTION AGREEMENT THIS ROLLOVER CONTRIBUTION AGREEMENT is made as of March 8, 2023, by and between Olympus Water Holdings I, L.P., a Cayman Islands exempted limited partnership, acting by its general partner, Topco GP , and the investor listed on Schedule I attached hereto . Capitalized terms used in this Agreement, but not defined herein, shall have the meanings ascribed to such terms in the Merger Agreement . “ Topco GP ” means Olympus Water Holdings Limited, a Cayman Islands exempted company. Any references herein to a Cayman Islands exempted limited partnership taking any action, having any power or authority or owning, holding or dealing with any asset are to such partnership acting through its general partner. WHEREAS, concurrently with the execution and delivery of thi...",
"VOTING AGREEMENT This VOTING AGREEMENT, dated as of March 8, 2023 , is entered into by and among Olympus Water Holdings IV, L.P., a Cayman Islands exempted limited partnership, acting by its General Partner , BCPE Diamond Investor, LP, a Delaware limited partnership and Diversey Holdings, Ltd., a Cayman Islands exempted company . RECITALS WHEREAS, concurrently herewith, Parent, Diamond Merger Limited, a Cayman Islands exempted company and a wholly-owned Subsidiary of Parent and the Company are entering into an Agreement and Plan of Merger , pursuant to which Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation in the merger ; WHEREAS, the Stockholder is the record and/or “beneficial owner” of ordinary shares, par value $0.0001 per share,...",
"Buyer Tax Asset",
"TAX RECEIVABLE TERMINATION AGREEMENT This TAX RECEIVABLE TERMINATION AGREEMENT , dated as of March 8, 2023 , is entered into by and among Diversey Holdings, Ltd., a Cayman Islands exempted corporation , Diversey Holdings I Limited, a private limited company organized in England and Wales and a wholly owned Subsidiary of Pubco and BCPE Diamond Cayman Holding Limited, a Cayman Islands exempted corporation . RECITALS WHEREAS, Pubco, the Company, the Shareholder Representative, in its capacity as such, and the other persons party thereto, as shareholders entered into that certain Tax Receivable Agreement, dated as of March 24, 2021 ; WHEREAS, the Tax Receivable Agreement provides for certain Tax Benefit Payments and other payments by the Company to each Shareholder from time to time; and WHER..." |
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