Alternative Transactions definition
Examples of Alternative Transactions in a sentence
The “Plan of Distribution” section of such Shelf Registration shall permit, in addition to firm commitment Underwritten Offerings, any other lawful means of disposition of Registrable Securities, including Alternative Transactions.
If, prior to the closing of a Transaction, one or more Alternative Transactions is consummated, then the Company will pay a success-based fee for each such Alternative Transaction in the amount of $[***] (each, an “Alternative Transaction Fee”) upon the closing of each such Alternative Transaction.
If, subsequent to the closing of one or more Alternative Transactions and payment of one or more Alternative Transaction Fees, a Transaction is consummated, the Transaction Fee would be computed based on the aggregate Transaction Value of both the Transaction and each such Alternative Transaction, and any Alternative Transaction Fee would be credited against such Transaction Fee.
August 7, 2018 In order to coordinate most effectively our efforts together to effect a Transaction and/or Alternative Transaction(s), during the term of our engagement, the Company and its stockholders and management will not initiate any discussions regarding a Transaction or Alternative Transaction except through KDC and will promptly inform us of any discussions they may have or of any inquiry they may receive concerning a potential Transaction or Alternative Transaction.
The parties recognize that substantially all of the business of the Company may be sold in one Transaction or that the Company’s business may be sold in two or more Alternative Transactions or some combination thereof.
The “Plan of Distribution” section of such Shelf Registration Statement shall provide for all permitted means of disposition of Registrable Securities, including firm-commitment underwritten public offerings, Alternative Transactions, agented transactions, sales directly into the market, purchases or sales by brokers and sales not involving a public offering.
Sponsor shall be bound by, and comply with, the obligations of Purchaser pursuant to Section 6.04 (Public Announcements) and Section 6.15(a) (Acquisition Proposals and Alternative Transactions) of the Business Combination Agreement (and any relevant definitions contained in such Sections) as if Sponsor was an original signatory to the Business Combination Agreement with respect to such provisions.
The SPAC is not engaged in negotiations or discussions with respect to any Alternative Transactions, and all negotiations and discussions relating to potential Alternative Transactions have been terminated.
The description of the steps of the Alternative Transactions and related matters are set out in Schedule C attached hereto.
Each Sponsor agrees not to, directly or indirectly, take any action, or authorize or knowingly permit any of its Affiliates or representatives to take any action on its behalf, that would be a breach of Sections 7.3 (Alternative Transactions) or 10.5 (Publicity) of the Merger Agreement if such action were taken by Parent.