ATX Acquisition definition

ATX Acquisition means the acquisition by Holdings of ATX pursuant to the ATX Acquisition Documents.
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Examples of ATX Acquisition in a sentence

  • The Administrative Agent (in its reasonable credit judgment) shall be satisfied with the capitalization and corporate and organizational structure of Holdings and its Subsidiaries (after giving effect to the ATX Acquisition and the other transactions contemplated hereby), including as to direct and indirect ownership and as to the terms of the Indebtedness and Capital Stock of Holdings and its Subsidiaries.

  • All governmental approvals and consents that are required to be obtained under the ATX Acquisition shall have been applied for without any action being taken by any applicable authority that would restrain, prevent or otherwise impose adverse conditions on the ATX Acquisition or the financing thereof.

  • After giving effect to the Transactions (other than the ATX Acquisition), Holdings and its Subsidiaries shall have outstanding no Indebtedness or preferred stock (or direct or indirect guarantee or other credit support in respect thereof) other than as permitted under Section 9.1 and preferred stock issued pursuant to the Conversion.

  • Such financial statements shall show pro forma Consolidated EBITDA (as defined in the Senior Secured Notes Indenture), including only those adjustments agreed between Holdings and the Administrative Agent, for the twelve month period ending with the last fiscal quarter ended prior to the Closing Date, (A) after giving effect to the Transactions, of not less than $47,500,000 and (B) after giving effect to the Transactions other than the ATX Acquisition, of not less than $29,000,000.

  • The Transactions (other than the ATX Acquisition) shall have been consummated pursuant to the definitive documentation relating thereto and all conditions precedent to the consummation of the Transactions (other than the receipt of all governmental approvals or consents necessary or desirable in connection with the ATX Acquisition) shall have been satisfied or, with the prior approval of the Administrative Agent, waived.

  • The Administrative Agent shall have also received true and correct copies of all Transaction Documents (including the ATX Acquisition Agreement and the related schedules and exhibits, the Senior Secured Notes Indenture and the Senior Secured Notes and the Equity Holder Agreements).

  • General • Eliminate provisions regarding ATX Acquisition and related escrow concept.

  • Interest credits are calculated each month by applying an interest factor to the previous month’s ending balance.

  • The representations and warranties contained in each of (i) Article VI and (ii) the ATX Acquisition Agreement shall be true and correct on and as of the Closing Date in all material respects, except for any representation and warranty made as of an earlier date, which representation and warranty shall remain true and correct as of such earlier date.

  • According to SSA, in December 2008 SSDI beneficiaries aged 18-64 represented 4.1% of theU.S. population of the same age group.

Related to ATX Acquisition

  • Hostile Acquisition means the acquisition of the capital stock or other equity interests of a Person through a tender offer or similar solicitation of the owners of such capital stock or other equity interests which has not been approved (prior to such acquisition) by resolutions of the Board of Directors of such Person or by similar action if such Person is not a corporation, and as to which such approval has not been withdrawn.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Target Acquisition means the acquisition of Target Shares by Purchaser pursuant to a Scheme or an Offer.

  • Stock Acquisition means the purchase or other acquisition by Borrower or any of its Subsidiaries of all of the Equity Interests (by merger, stock purchase or otherwise) of any other Person.

  • Company Acquisition means (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which the stockholders of the Company immediately preceding such transaction hold less than fifty percent (50%) of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of fifty percent (50%) of the aggregate fair market value of the Company's business immediately prior to such sale, or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of fifty percent (50%) of the voting power of the then outstanding shares of capital stock of the Company.

  • Business Acquisition means the acquisition of a company or any shares or securities or a business or undertaking (or, in each case, any interest in any of them) or the incorporation of a company.

  • Exempt Acquisition means an acquisition of Voting Shares or Convertible Securities:

  • Acquisition means (a) the purchase or other acquisition by a Person or its Subsidiaries of all or substantially all of the assets of (or any division or business line of) any other Person, or (b) the purchase or other acquisition (whether by means of a merger, consolidation, or otherwise) by a Person or its Subsidiaries of all or substantially all of the Equity Interests of any other Person.

  • Make-Whole Acquisition means the occurrence, prior to any Conversion Date, of one of the following:

  • Land acquisition means the taking of or alienation of land, buildings or other assets thereon for purposes of the Project.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Limited Condition Acquisition means any acquisition, including by way of merger, by the Issuers or one or more of their Restricted Subsidiaries whose consummation is not conditioned upon the availability of, or on obtaining, third-party financing.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Corporate Acquisition means an acquisition by the Corporation or a Subsidiary of the Corporation or the redemption by the Corporation of Voting Shares of the Corporation which by reducing the number of Voting Shares of the Corporation outstanding increases the proportionate number of Voting Shares Beneficially Owned by any Person.

  • Specified Acquisition means one or more acquisitions of assets, equity interests, entities, operating lines or divisions in any fiscal quarter for an aggregate purchase price of not less than $200,000,000 (it being understood that such consideration shall be determined based on the payment made at the time of the transaction, without regard to any subsequent or earnout payments).

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Acquisition Closing Date means the “Closing Date” under and as defined in the Acquisition Agreement.

  • Proposed Acquisition means the proposed acquisition by the Borrower or any of its Subsidiaries of all or substantially all of the assets or Stock of any Proposed Acquisition Target, or the merger of any Proposed Acquisition Target with or into the Borrower or any Subsidiary of the Borrower (and, in the case of a merger with the Borrower, with the Borrower being the surviving corporation).

  • Dividend Reinvestment Acquisition means an acquisition of Voting Shares pursuant to a Dividend Reinvestment Plan;

  • date of acquisition means the date of acquisition required for accounting purposes;

  • Permitted Acquisition means any acquisition by Borrower or any of its wholly-owned Subsidiaries, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all of the Equity Interests of, or a business line or unit or a division of, any Person; provided that:

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Qualified Acquisition means any acquisition by the Borrower or any Subsidiary of (i) all or substantially all of the assets of a Person or line of business of such Person, or (ii) at least a majority of the Equity Interests of a Person, in each case, where the aggregate consideration (in whatever form) payable by the Borrower and its Subsidiaries is greater than $1,000,000,000.

  • Share Acquisition Date means the first date of public announcement by the Company (by press release, filing made with the Securities and Exchange Commission or otherwise) that an Acquiring Person has become such.