Control Acquirer definition

Control Acquirer has the meaning set forth in Section 12(a).
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Control Acquirer has the meaning set forth in Section 1.31(a).
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Examples of Control Acquirer in a sentence

  • Notwithstanding the foregoing, in the event of a Change in Control, Acquirer Units described in Paragraph 7(a) (or Stock Units vested prior to the Change in Control under Paragraph 6(b) that have not yet been distributed as of the Change in Control) shall be settled in equity of the acquirer, and Stock Units that become vested in accordance with Paragraph 7(b) may be settled in cash.

  • Notwithstanding the foregoing, in the event of a Change in Control, Acquirer Units described in Paragraph 7(a) or 7(b) shall be settled in equity of the acquirer, and Stock Units that become vested in accordance with Paragraph 7(c) may be settled in cash.

  • Notwithstanding the foregoing, in the event of a Change in Control, Acquirer Units described in Paragraph 7(a) (or Stock Units vested prior to the Change in Control that have not yet been distributed as of the Change in Control) shall be settled in equity of the acquirer, and Stock Units that become vested in accordance with Paragraph 7(b) may be settled in cash.

  • The president and superintendent should set, and have authority to modify, time limits as needed.

  • Notwithstanding the foregoing, in the event of a Change in Control, Acquirer Units described in Section 4(d)(i) or 4(d)(ii) shall be settled in common equity of the acquirer, and PSUs that become vested in accordance with Section 4(d)(iii) shall be settled in cash.

  • The Selling Controlling Shareholder may not transfer the ownership of his/her shares, neither the Company may register any transfer of shares to the Power of Control Acquirer, or to those that may hold the Power of Control, before the execution of the Controllers’ Consent Term foreseen in Level 2 Regulation.

Related to Control Acquirer

  • Non-Control Acquisition means an acquisition by (i) an employee benefit plan (or a trust forming a part thereof) maintained by (x) the Company or (y) any corporation or other Person of which a majority of its voting power or its equity securities or equity interest is owned directly or indirectly by the Company (a “Subsidiary”), or (ii) the Company or any Subsidiary.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • 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.

  • 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.

  • 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.

  • Control share acquisition means the acquisition by any Person of Beneficial Ownership of shares of the Trust, which, but for the provisions of this Article XIII, would have voting rights and which, when added to all other shares of the Trust beneficially owned by such Person (including shares otherwise included in the categories enumerated in Section 1(c)(2)(i) through (vi) below), would entitle such Person, upon acquisition of such shares, to vote or direct the voting of shares of the Trust having voting power in the election of Trustees (except for elections of Trustees by preferred shareholders of the Trust voting as a separate class) within any of the following ranges of such voting power:

  • Business Transaction means any initial merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses involving the Company.

  • Control Transaction means any of the following transactions or any combination thereof:

  • Non-Control Transaction means a merger, consolidation or reorganization of the Company where:

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

  • M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.

  • Sale Transaction has the meaning set forth in Section 3(a).

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

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

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

  • 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.

  • Post-Acquisition Period means, with respect to any Permitted Acquisition, the period beginning on the date such Permitted Acquisition is consummated and ending on the last day of the sixth full consecutive fiscal quarter immediately following the date on which such Permitted Acquisition is consummated.

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

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

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

  • Strategic Transaction means a transaction or relationship in which the Company issues Common Stock to an entity which is, itself or through its subsidiaries, an operating company in a business related to the business of the Company and in which the Company receives material benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital.

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

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

  • 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.

  • 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.