EPL Merger Transactions means the transactions contemplated under the EPL Merger Documents.”
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.
Reorganization Transactions shall have the meaning set forth in the recitals.
Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.
Reorganization Transaction see clause (d) of the definition of “Change of Control.”
Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.
SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.
Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.
Restructuring Transactions means the transactions described in Article IV.B of the Plan.
Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.
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.
Company Acquisition Transaction means any transaction or series of transactions involving:
First Merger shall have the meaning given in the Recitals hereto.
Merger Closing shall have the meaning set forth in Section 2.2.
Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.
Pre-Acquisition Reorganization has the meaning set out in Section 6.8;
Cash Merger has the meaning set forth in Section 5.04(b)(ii).
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Acquisition Transaction means any transaction or series of transactions involving:
Pre-Closing Reorganization has the meaning set forth in the Recitals.
Company Merger shall have the meaning given in the Recitals.
Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.
Second Merger has the meaning set forth in the Recitals.
Mergers has the meaning set forth in the Recitals.