Offer to Purchase Shares definition

Offer to Purchase Shares means up to 11,200,000 shares of common stock, par value $0.10 per share, of Holdings that Holdings has offered to purchase pursuant to the Self Tender (plus an additional number of shares of such common stock not to exceed 2% of the outstanding shares of such common stock if Holdings increases the number of shares being sought in the Self Tender without extending the offer in accordance with the applicable rules and regulations of the Securities and Exchange Commission). "Other Taxes" shall mean any and all present or future stamp or documentary taxes or any other excise or property taxes, charges or similar levies arising from any payment made under any Loan Document or from the execution, delivery or enforcement of, or otherwise with respect to, any Loan Document. "PBGC" shall mean the Pension Benefit Guaranty Corporation referred to and defined in ERISA and any successor entity performing similar functions. "Perfection Certificate" shall mean the Perfection Certificate substantially in the form of Exhibit B to the Guarantee and Collateral Agreement. "Permitted Acquisition" shall have the meaning assigned to such term in Section 6.04(g). "Permitted Investments" shall mean: (a) direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America (or by any agency thereof to the extent such obligations are backed by the full faith and credit of the United States of America), in each case maturing within one year from the date of acquisition thereof; (b) investments in commercial paper maturing within 270 days from the date of acquisition thereof and having, at such date of acquisition, a credit rating of "A-1" (or higher) from S&P or "P-1" (or higher) from Moody's; (c) investments in certificates of deposit, banker's acceptances and time deposits maturing within one year from the date of acquisition thereof issued or guaranteed by or placed with, and money market deposit accounts issued or offered by, the Administrative Agent or any domestic office of any commercial bank organized under the laws of the United States of America or any State thereof that has a combined capital and surplus and undivided profits of not less than $500,000,000; (d) fully collateralized repurchase agreements with a term of not more than 30 days for securities described in clause (a) above and entered into with a financial institution satisfying the criteria of clause (c) above; (e) investments in "money mark...
Sample 1
Offer to Purchase Shares means up to 11,200,000 shares of common stock, par value $0.10 per share, of Holdings that Holdings has offered to purchase pursuant to the Self Tender (plus an additional number of shares of such common stock not to exceed 2% of the outstanding shares of such common stock if Holdings increases the number of shares being sought in the Self Tender without extending the offer in accordance with the applicable rules and regulations of the Securities and Exchange Commission).
Sample 1

Related to Offer to Purchase Shares

  • Offer to Purchase means an offer to purchase Notes by the Company from the Holders commenced by mailing a notice to the Trustee and each Holder stating:

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

  • Offer Shares shall have the meaning ascribed to it in Section 2.4.1.

  • Purchase Offer shall have the meaning assigned to such term in Section 2.25(a).

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Payment Shares has the meaning set forth in Section 2.02;

  • Repurchase Offer shall have the meaning specified in Section 11.1(b).

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Offer Price or Purchase (Public Offer) Price means the sum to be paid by the investor for purchase of one Unit, such price to be determined pursuant to this document.

  • Purchased Securities has the meaning assigned in the Terms;

  • Option Shares shall have the meaning ascribed to such term in Section 2.2(a).

  • Sale Shares shall have the meaning given to it in Recital (B);

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Micro-purchase means a purchase of supplies or services, the aggregate amount of which does not exceed the micro-purchase threshold. Micro-purchases comprise a subset of a district's small purchases as defined in 2 C.F.R. 200.320.

  • Acquired Shares has the meaning set forth in the Recitals.

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Additional Purchased Securities Securities provided by Seller to Buyer pursuant to Paragraph 4(a) hereof;

  • Sold Shares shall have the meaning specified in Section 6.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Option Stock shall have the meaning set forth in Section 2(a) hereof.

  • Exercise Notice has the meaning set forth in Section 3.2(1);

  • Initial Offer means the initial offer of Participating Shares in a Fund as set out in the applicable Supplement;

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Put Shares means all shares of Common Stock issued, or that the Company shall be entitled to issue, per any applicable Put Notice in accordance with the terms and conditions of this Agreement.