Catalytica Takeover Proposal definition

Catalytica Takeover Proposal means any inquiry, proposal or offer from any Person or group of Persons other than Worsley and the Companies or their Affiliates relating to any direct or indirect acquisition or purchase of a business that constitutes 15% or more of the net revenues, net income or assets of Catalytica and its Subsidiaries, taken as a whole, or 15% or more of any class or series of securities of Catalytica (or any Subsidiary or Subsidiaries of Catalytica whose business constitutes 15% or more of the net revenues, net income or assets of Catalytica and its Subsidiaries, taken as a whole), any tender offer or exchange offer that if consummated would result in any Person or group of Persons beneficially owning 15% or more of any class or series of capital stock of Catalytica, or any merger, reorganization, consolidation, share exchange, business combination, recapitalization, liquidation, dissolution or similar transaction involving Catalytica (or any Subsidiary or Subsidiaries of Catalytica whose business constitutes 15% or more of the net revenues, net income or assets of Catalytica and its Subsidiaries, taken as a whole).
Sample 1

Related to Catalytica Takeover Proposal

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Takeover Proposal means any offer or proposal for, or any indication of interest in, a merger or other business combination involving Target or the acquisition of any significant equity interest in, or a significant portion of the assets of, Target, other than the transactions contemplated by this Agreement.

  • Acquisition Proposal has the meaning set forth in Section 5.03(a).

  • Transaction Proposal has the meaning specified in Section 8.02(c).

  • Superior Proposal has the meaning set forth in Section 5.09(a).

  • Company Acquisition Proposal means any proposal for a merger or other business combination involving the Company or the acquisition of any equity interest in, or a substantial portion of the assets of, the Company, other than the transactions contemplated by this Agreement.

  • Company Superior Proposal shall have the meaning set forth in Section 7.4(b).

  • Alternative Transaction Proposal means any offer, inquiry, proposal or indication of interest, written or oral (whether binding or non-binding and other than an offer, inquiry, proposal or indication of interest by Parent or an Affiliate of Parent), relating to an Alternative Transaction.

  • Transaction Proposals has the meaning specified in Section 8.2(b).

  • Business Combination Proposal has the meaning set forth in Section 5.8.

  • Proposal means the Technical Proposal and the Financial Proposal.

  • Competing Proposal shall have the meaning set forth in Section 6.5(f)(i).

  • Superior Acquisition Proposal means a bona fide Acquisition Proposal made by a third party for one or more of the McNeil Partnerships which the general partner of each such McNeil Partnership determines in good faith to be more favorable to the limited partners of such McNeil Partnership from a financial point of view than the Mergers and the other transactions contemplated by this Agreement with respect to such McNeil Partnership, and which such general partner determines in good faith is reasonably likely to be consummated.

  • Parent Superior Proposal shall have the meaning set forth in Section 7.4(g).

  • Parent Acquisition Proposal means any offer, indication of interest or proposal (other than an offer or proposal made or submitted by or on behalf of the Company or any of its Subsidiaries) contemplating or otherwise relating to any Parent Acquisition Transaction.

  • Alternative Proposal has the meaning set forth in Section 6.2(b).

  • Superior Company Proposal has the meaning set forth in Section 6.02(e).

  • Responsive Proposal means a Proposal that complies with the material provisions of this RFP.

  • Alternative Transaction has the meaning set forth in Section 6.2(a).

  • Contractor’s Proposal means the proposal submitted by the Contractor with the Tender, as modified and accepted by the Employer and included in the Contract. Such documents may include the Contractor’s preliminary design.

  • Unsolicited proposal means a written proposal for a public-private initiative that is submitted by a private entity for the purpose of entering into an agreement with the department but that is not in response to a formal solicitation or request issued by the department.

  • Project Proposal is the final and written description of the Project as described in Exhibit A, to be undertaken by Sub-recipient for which the Project Funds is granted and performance is required and monitored pursuant to this PFA.

  • Change Proposal means a proposal (in the standard form) for any alteration of, or addition to, or omission from, the Contractor’s Brief or any change in the design, quality or quantity of the Works put forward by the Contractor or the Commercial Officer;

  • Integration Proponent means in relation to an Integration Agreement, "the Company" or "the Joint Venturers" as the case may be as defined in, and for the purpose of, that Integration Agreement; "iron ore" includes, without limitation, beneficiated ore; "laws relating to native title" means laws applicable from time to time in the said State in respect of native title and includes the Native Xxxxx Xxx 0000 (Commonwealth);

  • Superior Proposal Notice has the meaning specified in Section 5.4(1)(c).

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