European Restructuring

European Restructuring. The restructuring of First Solar Holdings GmbH and its existing subsidiaries, to be effected pursuant to a series of steps involving the formation and capitalization of new Wholly Owned Subsidiaries of the Company, intercompany transactions, investments and asset transfers, and mergers and changes of legal form of certain Wholly Owned Subsidiaries of the Company, with the result that, after giving affect thereto, (a) the German Manufacturing Subsidiary (which will be the survivor of a merger... involving the existing German Manufacturing Subsidiary) is an indirect Wholly Owned Subsidiary of the Company organized in Germany, (b) First Solar Holdings GmbH (or its successor) and its existing Restricted Subsidiaries (or their successors), along with any Wholly Owned Subsidiaries of the Company formed in connection with, and surviving after giving effect to, such restructuring that are the direct or indirect parent of a Restricted Subsidiary, are Restricted Subsidiaries of the Company owned, directly or indirectly, by a newly‐formed holding company ("European Holdco") that is a Restricted Subsidiary and (c) European Holdco and all such Restricted Subsidiaries have complied with Section 6.9, to the extent applicable at the time. View More