Company Spin-Off definition

Company Spin-Off means the spin-off of the Company from Former Parent on October 31, 2008.
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Company Spin-Off means the proposed Spin-Off of the Company to the shareholders of the Parent.
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Company Spin-Off means the proposed spin-off of the Company to the shareholders of SEACOR.
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Examples of Company Spin-Off in a sentence

  • For avoidance of doubt, the New Company shall not deliver its comments regarding the principles provided for in these Spin-Off Terms, their Annexes or the Decision on the Company Spin-Off.

  • Since adoption of the Decision on the Company Spin-Off and until the registration of the New Company with the Register of Legal Entities the shares of the New Company shall confer on their holders property and non-property rights provided for in the Spin-Off Terms, Company Law, and other laws and regulations, except as stipulated in item 8.1 of the Spin-Off Terms.

  • The Spin-Off stipulated in the Spin-Off Terms shall be effected, if the Company‟s general meeting of shareholders adopts the Decision on the Company Spin-Off.

  • In case the changes in the Company‟s activity mentioned in items 9.2.2-9.2.4 of the Spin- Off Terms were made before the adoption of the Decision on the Company Spin-Off and such changes are to be deemed material changes in the Company‟s assets, rights and obligations, the head of the Company shall prepare and present the notifications provided for in paragraph 4 of Article 65 of the Company Law.

  • This notice shall also inform the licensee, resident or responsible party, that they have a right to appear at the hearing in person or be represented by their attorneys or other individual.

  • During the rearrangement of the electricity sector (which is not directly related to the Company Spin-Off process) a block of servicing companies will be formed in order to separate the ancillary business of the electricity sector and to create a functionally clear its structure.

  • Prior to the Company Spin-Off and for a period of six months thereafter and for so long as the Company is an Affiliate of Remainco, Remainco shall (a) share with the Company all acquisition opportunities that primarily relate to the business of the Company (a “Related Opportunity”) and (b) not consummate any such Related Opportunity prior to the Company Spin-Off without the prior written consent of the Investors or, after the Company Spin-Off, without the prior written consent of the Company.

  • In case the changes in the Company‟s activity mentioned in items 7.6.2.2-7.6.2.4 of the Board Report were made before the adoption of the Decision on the Company Spin-Off and such changes are to be deemed material changes in the Company‟s assets, rights and obligations, the head of the Company shall prepare and present the notifications provided for in paragraph 4 of Article 65 of the Company Law.

  • This Agreement and all obligations of the Parent and the Company hereunder shall terminate with immediate effect upon the earlier of (i) the Exchange of all Notes, (ii) the date on which no Notes remain outstanding and (iii) the consummation of the Company Spin-Off.

  • Holders shall have no right to exchange their Notes for Parent Common Stock or Parent Warrants at any time prior to an Exchange Trigger or after a Company Spin-Off.


More Definitions of Company Spin-Off

Company Spin-Off means a distribution of the Company’s Common Stock then owned directly or indirectly by Parent to the stockholders of Parent in furtherance of the spin-off of the Company from Parent.
Sample 1
Company Spin-Off means the distribution to holders of all of the issued and outstanding shares of Parent Common Stock, as of the applicable Record Date, of all of the issued and outstanding shares of Common Stock, as of the applicable Record Date.
Sample 1

Related to Company Spin-Off

  • Spin-Off shall have the meaning specified in Section 14.04(c).

  • Spin-Off Transaction means a distribution by the Company to its shareholders of all or any portion of the securities of any Subsidiary of the Company.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Effective Time has the meaning set forth in Section 2.2.

  • Surviving Business Entity has the meaning assigned to such term in Section 14.2(b).

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • RemainCo shall have the meaning set forth in the Preamble.

  • Company SEC Reports shall have the meaning set forth in Section 3.8(a).

  • Company SAR means any stock appreciation right linked to the price of Company Common Stock and granted under any Company Stock Plan.

  • Company Service means the Company's email, Internet, security management services provided to End Users for the purposes of conducting Company's internal business.

  • Company Shares means the common shares in the capital of the Company;

  • Employee Share Scheme means a scheme established by a company, whether by means of a trust or otherwise, for the purpose of offering 10 participation therein solely to employees and officers of the company or a subsidiary of the company, either—

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • SpinCo shall have the meaning set forth in the Preamble.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Parent Stock Plans has the meaning set forth in Section 4.5(a).

  • Retained Employee does not include any individual who has a direct or an indirect ownership interest of at least five percent (5%) in the profits, equity, capital, or value of the Taxpayer, or a child, grandchild, parent, or spouse, other than a spouse who is legally separated from the individual, of any individual who has direct or indirect ownership interest of at least five percent (5%) of the profits, equity, capital or value of the Company.

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Company SEC Documents shall have the meaning set forth in Section 4.7(a).

  • Separation Time means the close of business on the tenth Trading Day after the earlier of:

  • Transferred Employee has the meaning set forth in Section 6.01(a).

  • Separation Transaction means the sale or separation of the non-television business of the Holding Company in whole or in part, whether by asset sale or otherwise.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).