Exit Event definition
Exit Event means a transaction or a combination or series of transactions (other than an Initial Public Offering) resulting in:
Exit Event means a sale, disposition or transfer (collectively, ---------- a "sale") of shares of common stock of the Company after which neither Endo Pharma nor Kelso any longer holds any shares of common stock of the Company.
Exit Event means a Change in Control or a Liquidity Event, as applicable.
Examples of Exit Event in a sentence
Subject to Section 5, the principal balance (including any PIK Interest) of, and any accrued and unpaid uncapitalized interest on, this Note shall be payable on the earlier of the date (the “Maturity Date”): (i) the occurrence of an Exit Event and (ii) the later of (A) [ ]6 and (B) six months after the date of the Payment in Full of the Senior Debt; provided, that on or prior to the Maturity Date, any outstanding principal amount may be reduced pursuant to and in accordance with Section 6.
More Definitions of Exit Event
Exit Event means (23) a direct or indirect sale of equity securities in the Company in a change of control transaction, (23) an Initial Public Offering, (23) a liquidation of the Company, (23) the sale of all or substantially all of the Company’s assets or (23) any other event analogous to such events, in each case (other than in the case of clause (ii)), to the extent that such event results in any Consortium Member (or any Affiliate or designee of a Consortium Member) receiving proceeds in respect of its equity securities of any company in the Company Group; provided, however, that the transfer by KCI of its equity securities in the Company to Chiron Guernsey L.P. Inc. shall not constitute an “Exit Event”.
Exit Event means (i) a transaction or series of related transactions in which any person (within the meaning of Section 13(d)(3) or 14(d)(2) of the Exchange Act including any persons acting in concert with each other), other than any person who immediately prior to the consummation of such transaction or transactions owns more than a majority of the Buyer’s outstanding voting securities, acquires more than 50% of the combined voting power of then outstanding voting securities of the Buyer, except that any change in the ownership of the voting stock of Buyer as a result of the IPO will not be considered an Exit Event, (ii) a consolidation or merger of the Buyer with or into another entity, unless the stockholders of the Buyer immediately prior to the consummation of such consolidation or merger own, directly or indirectly, a majority of the combined voting power of the outstanding voting securities of the corporation or other entity resulting from such consolidation or merger, or (iii) the sale or other disposition of all or substantially all of the assets of the Buyer, provided that if there is any reorganization of the Buyer Group, the references in this definition to the “Buyer” shall be deemed to be a reference to the ultimate parent entity of the Buyer Group.
Exit Event means, prior to the occurrence of a Qualifying IPO:
Exit Event has the meaning assigned to such term in the LLC Agreement.
Exit Event means, in respect of an Investee Company, the point at which (a) any of a Cash Offer, a Share Offer or an IPO is completed or (b) insolvency proceedings have commenced;
Exit Event means a transaction or series of transactions (other than an initial public offering of WMG or any of its Affiliates) involving the sale, transfer or other disposition, directly or indirectly, by Access to one or more Third Parties of more than 50% of the outstanding shares of WMG Common Stock and its successors or involving the sale, transfer or other disposition of all or substantially all of the assets of WMG and its subsidiaries, taken as a whole, to one or more Third Parties (including, without limitation, a Change in Control); provided that, unless the Managing Member determines otherwise, in no event shall an Initial Public Offering or secondary public offering constitute an “Exit Event” for any purposes of this Agreement.
Exit Event means a Sale or Business Combination.