MAKE-WHOLE TRANSACTION definition
MAKE-WHOLE TRANSACTION has the meaning specified in the Letter Agreement.
MAKE-WHOLE TRANSACTION means any transaction or event described in Section 12.1(b)(ii) pursuant to which 10% or more of the consideration for Common Stock (other than cash payments for fractional shares and cash payments made in respect of dissenters' appraisal rights) in such transaction or event consists of cash, securities or other property that are not traded or scheduled to be traded immediately following such transaction on a U.S. national securities exchange.