Coffeyville Acquisition III definition

Coffeyville Acquisition III means Coffeyville Acquisition III LLC, a Delaware limited liability company.
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Coffeyville Acquisition III means Coffeyville Acquisition III LLC, a Delaware limited liability company. “Coffeyville Resources” means Coffeyville Resources, LLC, a Delaware limited liability company. “Combined Interest” has the meaning assigned to such term in Section 11.3(a).
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Coffeyville Acquisition III means Coffeyville Acquisition III LLC, a Delaware limited liability company. “Coffeyville Resources” means Coffeyville Resources, LLC, a Delaware limited liability company.
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Examples of Coffeyville Acquisition III in a sentence

  • Participants in the Plan have the opportunity to receive cash payments in respect of their interests in the Plan in the event of certain distributions pursuant to the Parent LLC Agreement to the “Members” (as defined in the Parent LLC Agreement) of Coffeyville Acquisition III LLC.

  • Coffeyville Resources assigned, transferred, conveyed and delivered its 100% membership interest in the Company to Coffeyville Acquisition III LLC (“C/A III”) in exchange for $10.6 million.

  • XXXXX [Signature page to the Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition III LLC] /s/ Sxxxx X.

  • Xxxxxxxxxx Name: Title: [Signature page to the Limited Liability Company Agreement of Coffeyville Acquisition III LLC] KIA VII CVR HOLDCO, LLC By: Kxxxx Investment Associates VII, L.P., its member By: Kxxxx XX VII, L.P., its general partner By: Kxxxx XX VII, LLC, its general partner By: /s/ Jxxxx X.

  • Xxxxxxx, XX Title: Managing Member [Signature page to the Limited Liability Company Agreement of Coffeyville Acquisition III LLC] MANAGEMENT MEMBERS /s/ Jxxx X.

  • XXXXXXXX [Signature page to the Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition III LLC] /s/ Axxx X.

  • Immediately prior to CVR Energy’s initial public offering, CVR Energy sold the managing general partner (together with the IDRs) to Coffeyville Acquisition III (CALLC III), an entity owned by funds owned by Goldman, Sachs & Co. (the Goldman Sachs Funds) and Kelso & Company, L.P. (the Kelso Funds) and members of CVR Energy’s management team, for its fair market value on the date of sale.

  • Xxxxxxxxxx Title: [Signature page to the Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition III LLC] KIA VII CVR HOLDCO, LLC By: Kxxxx Investment Associates VII, L.P., its member By: Kxxxx XX VII, L.P., its general partner By: Kxxxx XX VII, LLC, its general partner By: /s/ Jxxxx X.

  • Xxxxxxxxxx Title: [Signature page to the Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition III LLC] GSCP V INSTITUTIONAL COFFEYVILLE HOLDINGS, L.P. By: GS Capital Partners V Institutional, L.P. By: GS Advisors V, L.L.C., its General Partner By: /s/ Kxxxxxx X.

  • KG By: Gxxxxxx, Sxxxx Management GP GmbH, its General Partner By: Name: Title: KXXXX INVESTMENT ASSOCIATES VII, L.P. By: Kxxxx XX VII, L.P., its General Partner By: Kxxxx XX VII, LLC, its General Partner By: Name: Title: KEP VI, LLC By: Name: Title: [Signature page to the Limited Liability Company Agreement of Coffeyville Acquisition III LLC] MANAGEMENT MEMBERS JXXX X.

Related to Coffeyville Acquisition III

  • Wholesale acquisition cost means the same as that term is defined in 42 U.S.C. Sec. 1395w-3a.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

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

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.

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

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

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

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

  • Specified Acquisition Agreement Representations means the representations and warranties made by, or with respect to, the Target and its subsidiaries in the Acquisition Agreement that are material to the interests of the Lenders, but only to the extent that the Borrower (or its applicable affiliate) has the right (taking into account applicable cure provisions) to terminate its obligations under the Acquisition Agreement or to decline to consummate the Acquisition (in each case, in accordance with the terms thereof) as a result of a breach of any such representations and warranties.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Company Acquisition means any of the following transactions (other than the transactions contemplated by this Agreement): (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which 50 the stockholders of the Company immediately preceding such transaction hold less than 65% 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 35% 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 35% of the voting power of the then outstanding shares of capital stock of the Company.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Business Acquisition means the acquisition, by purchase or otherwise, of all or substantially all of the assets (or any part of the assets constituting all or substantially all of a business or line of business) of any Person, whether such acquisition is direct or indirect, including through the acquisition of the business of, or Capital Stock of, such Person.

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

  • Target Business Acquisition Period means the period commencing from the effectiveness of the registration statement filed with the SEC in connection with the Company's IPO up to and including the first to occur of (i) a Business Combination; or (ii) the Termination Date.

  • Limited Condition Acquisition means any acquisition, including by means of a merger, amalgamation or consolidation, by the Company or one or more of its Restricted Subsidiaries, the consummation of which is not conditioned upon the availability of, or on obtaining, third party financing.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.

  • Online Transaction means any Phone/Electronic Transaction requested through an Electronic Transmission over the Internet.

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

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

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

  • Fourth Amendment Closing Date the date on which all the conditions precedent set forth in Section 3 of the Fourth Amendment shall be satisfied or waived.