Parent Dividend definition

Parent Dividend means the one-time recharacterization of the intercompany loan balance owing by OGE Energy Corp. to the Borrower to a dividend from the Borrower to OGE Energy Corp.; provided, that (i) the Borrower shall make no cash payments to OGE Energy Corp. in connection with such recharacterization and (ii) such intercompany loan shall be deemed extinguished and repaid to the extent of such dividend.
Parent Dividend means any dividend or other distribution in respect of, or any redemption or repurchase of, the capital stock of any Parent, whether in cash, property or obligations of Parent, other than a dividend or other distribution payable solely in the form of its capital stock.
Parent Dividend means a dividend, capital distribution or other distribution made by Parent to its stockholders, whether in cash, property, or securities of Parent and whether by liquidating distribution or otherwise; provided that any subdivision (by a split of shares or otherwise) or any combination (by a reverse split of shares or otherwise) of any outstanding shares shall not be a Parent Dividend; provided further that, with respect to all non-cash distributions paid or to be paid by Parent, such non-cash distributions (or any portion thereof, as determined by the board of directors of Parent in its sole discretion) will be either, as determined by the board of directors of Parent in its sole discretion, (i) valued in good faith by the board of directors of Parent (and the value so determined will be treated as Parent Dividends as of the date such non-cash distributions were paid by Parent) or (ii) excluded from Parent Dividends until converted into or exchanged for cash, or otherwise actually paid by Parent in cash.

Examples of Parent Dividend in a sentence

  • The Company will give Holder written notice of any Dividend Event or Parent Dividend Event not less than five Business Days prior to the date fixed for payment of a Dividend in respect of such Dividend Event or a Parent Dividend in respect of a Parent Dividend Event, as applicable.

  • All notices, requests and other communications under this Agreement must be in writing and will be deemed to have been duly given upon receipt to the parties at the following addresses or facsimiles (or at such other address or facsimile for a party as shall be specified by the notice): If to the Advisor Parent: Dividend Capital Advisors Group LLC ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇.

  • In the event Holder elects to have a portion or all of this Note prepaid in the amount up to or equal to the Seller Prepayment Portion applicable to this Note pursuant to this Section 3.2, Holder shall give the Company at least two Business Days notice prior to the date of such Dividend Event or Parent Dividend Event.

  • Each such notice shall specify the date fixed for payment of the Dividend in respect of the Dividend Event or the Parent Dividend in respect of a Parent Dividend Event, as applicable, the aggregate amount of the Dividend or Parent Dividend and the amount of the Seller Prepayment Portion applicable to this Note (which amount shall be based on a pro rata allocation of the Seller Prepayment Portion among this Note and all other notes for which this Note has been exchanged pursuant to Section 10.1).

  • The Notice shall specify, in reasonable detail, Parent’s calculations of (i) the Proceeds or Parent Dividend, as applicable, including the amount and calculation of Event Expenses, and (ii) the CVR Payment Amounts.

  • From February 25, 2020 until the date of this Agreement, no additional equity interests of Parent have been issued, other than Parent Shares issued in connection with or pursuant to the Parent Equity Plans, the Parent Savings Plan or the Parent Dividend Reinvestment and Stock Purchase Plan.

  • With respect to clause (ii), such dividends and distributions shall be in addition to the Parent Dividend Consideration included as part of the Merger Consideration.

  • If a Parent Dividend Event shall occur prior to the CVR Termination Date, then on the date that is thirty (30) days following the date of such Parent Dividend Event (or such longer period as may be agreed in writing between Parent and Holder), Alimco shall be entitled to receive, and Parent shall be obligated to pay, an amount equal to nine percent (9%) of the Dividend Payment Amount paid by Parent for such Event payable in accordance with the terms of this Agreement.

  • Event of Default that has or may have arisen under Section 9(c) of the Credit Agreement solely as a result of the Borrower's failure to comply with Section 8.5 of the Credit Agreement, due to the Parent making a dividend payment in the amount of $420,000 to its shareholders on April 4, 2018 (such failure, the "Existing Parent Dividend Payment Default").

  • ADDITIONAL AGREEMENTS 32 5.1. Information Statement; Special Meeting 32 5.2. Form 8-K 34 5.3. Required Information 34 5.4. No Securities Transactions 34 5.5. Registration and Listing 34 5.6. Parent Dividend 35 5.7. Delta Exchange 35 5.8. Litigation Support 35 5.9. Certain Company Receivables 35 6.


More Definitions of Parent Dividend

Parent Dividend means a dividend or dividends paid by Parent to its pre-IPO stockholders in an amount not to exceed (x) $803,594,144.00 plus (y) all Over-Allotment Proceeds.
Parent Dividend. ’ means a dividend paid or other distribution made by the Company ‘‘Parent Subscription Proceeds’’ means the total ordinary share capital invested in the Company
Parent Dividend means the payment of cash dividends to stockholders of Parent in accordance with the Company Merger Agreement within 10 Business Days following the Company Acquisition Closing Date.
Parent Dividend shall have the meaning set forth in Section 4.1(a)(i).