Company Liquidity Event means (a) a sale, transfer, assignment or other disposition of Common Stock by one or more Shareholders in a single transaction or series of related transactions following which the Shareholders immediately before such transaction or series of transactions no longer beneficially own, directly or indirectly, immediately following such transaction or series of transactions at least ten percent (10%) of the combined voting power of the outstanding voting securities of the Company; (b) a merger, consolidation or reorganization with or into the Company or in which securities of the Company are issued (a “Merger”) in which the Shareholders immediately before such Merger do not beneficially own, directly or indirectly, immediately following such Merger at least ten percent (10%) of the combined voting power of the outstanding voting securities of the corporation resulting from such transaction or any parent of such corporation; or (c) the sale of substantially all of the assets of the Company to one or more Persons (other than the Effective Date Control Shareholder or any of its Affiliates or any Affiliate of the Company).

Company Liquidity Event means Buyer directly or indirectly (A) sells a majority of the membership interest(s) of the Company or a majority of the assets of the Company Group (whether such sale is structured as a sale of equity, a sale of assets, a merger or otherwise) to a third party purchaser that is not an Affiliate of Buyer or (B) consummates a Terminaling Transaction.

Examples of Company Liquidity Event in a sentence

The holders of CCCPS shall have the option, exercisable at its sole discretion, to fully pay up the Subscription Securities at the earlier of: (i) any time up to 5 (five) years from the date of allotment; or (ii) on occurrence of a Company Liquidity Event.
In the event of an Company Liquidity Event, Holdings shall promptly provide written notice of the same to the SOFTBANK Entities (the "Liquidity Notice").
Subject to the rights granted to the Independent Committee in Section 5.4(d) hereof, in the event of a Company Liquidity Event on or before September 30, 2003, then Holdings shall purchase (the "Discretionary Call") all of the shares of Common Stock held by the SOFTBANK Entities in exchange for an aggregate consideration of (i) US$125,000 and (ii) 16,667 shares of authorized but unissued shares of the Series E Preferred Stock.
If the cluster is comprised of main group skeletal elements only, then the series formula is applied as it is.
The term of the note requires payment upon a "Company Liquidity Event" defined as the sale or merger of the Company resulting in more than fifty percent of the Company's outstanding equity being acquired for cash by an unrelated party or the sale of all or substantially all of the assets of the Company, with the founder receiving proceeds therefrom at least equal to the outstanding principal and accrued interest on the term note at such time.

More Definitions of Company Liquidity Event

Company Liquidity Event has the meaning set forth in Section 2.5(h)(ii).

Company Liquidity Event means any one of the following events:

Company Liquidity Event has the meaning given in Section 4(a)(ii).

Company Liquidity Event means any transaction or series of related transactions whereby (a) any Person has become (whether by merger, consolidation, share exchange, sale or transfer of capital stock) the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of shares of the capital stock of the Company representing greater than 50% of the outstanding voting power of the Company or (b) any Person has acquired all, or substantially all, of the assets of the Company and its Subsidiaries determined on a consolidated basis.

Company Liquidity Event means the consummation of (i) a sale, conveyance or disposition of all or substantially all of the assets of the Company, or (ii) a sale, reorganization, merger or consolidation of the Company with or into any other corporation or entity, or exchange of outstanding securities of the Company, in which transaction, or series of related transactions, the Company's stockholders immediately prior to such transaction own immediately after such transaction less than 50% of the voting securities of the corporation following such sale, reorganization, merger, consolidation or other transaction; provided however, that any such transaction shall only comprise a Company Liquidity Event if consummated while the Parent is in registration under the Form S-1 Registration Statement filed by the Parent on July 2, 2004 (the "Registration Statement").

Company Liquidity Event means any of the following: (A) the Company's sale, conveyance or other disposition of all or substantially all of its assets; (B) the acquisition of the Company by another entity by means of merger or consolidation resulting in the exchange of the outstanding shares of the Company for securities or other consideration issued, or caused to be issued, by the acquiring entity or its subsidiary, unless the stockholders of the Company immediately prior to the consummation of such transaction hold at least 50% of the voting power of the surviving corporation as a result of such transaction; (C) the consummation by the Company of a transaction or series of related transactions (which in no event shall include the Formation), including the issuance or sale of voting securities, if the stockholders of the Company immediately prior to such transaction (or, in the case of a series of transactions, the first of such transactions) hold less than 50% of the voting power of the Company immediately after the consummation of such transaction (or, in the case of a series of transactions, the last of such transactions); or (D) any initial underwritten public offering of the Company's common stock.