Post-Closing Acquisition definition

Post-Closing Acquisition means any assets or businesses (a) acquired following the Closing with the approval of the Board of Directors of CLNE,(b) related to the Business and (c) operated in conjunction with the Business.
Post-Closing Acquisition means any transaction or series of related transactions (including, for the avoidance of doubt, pursuant to the implementation of a “friendly physician” or similar structure) for the purpose of or resulting, directly or indirectly, in (a) the acquisition of all or substantially all of the assets of a Person, or of any business or division of a Person, (b) the acquisition of in excess of fifty percent (50%) of the Stock of any Person or otherwise causing any Person to become a Restricted Subsidiary of the Borrower, or (c) a merger or consolidation or any other combination with another Person. For purposes of this definition, the term “Person” shall not include the Borrower or any Restricted Subsidiary of the Borrower.
Post-Closing Acquisition means any assets or businesses (a) acquired following the Closing with the approval of the Board of Directors of CLNE, (b) related to the Business and (c) operated in conjunction with the Business.

Examples of Post-Closing Acquisition in a sentence

  • Each Additional Loan Obligation, except for Closing Date Loan Obligations acquired during the Post-Closing Acquisition Period, shall satisfy the applicable Eligibility Criteria.

  • The Post-Closing Acquisition Reserve Account shall be an Eligible Account.

  • Such Post-Closing Properties will become part of the Collateral Pool on the Post-Closing Acquisition Date.

  • All moneys deposited in the Post-Closing Acquisition Reserve Account shall be held by and under the control of the Indenture Trustee in the Post-Closing Acquisition Reserve Account for the benefit of the Noteholders and the Issuers as herein provided.

  • As the Chair of the Advisory Body, I requested the secretariat to deliver the decision to the parties involved, according to the usual mode of operation.

  • On the Series Closing Date, the Issuers will deposit or cause to be deposited the Post-Closing Acquisition Proceeds into the Post-Closing Acquisition Reserve Account.

  • Subject to the satisfaction of the Post-Closing Acquisition Conditions, any Issuer may (but shall not be required to) acquire Post-Closing Properties on the Post-Closing Acquisition Date using amounts on deposit in the Post-Closing Acquisition Reserve Account.

  • On each Series Closing Date, the Indenture Trustee will deposit or cause to be deposited into the Post-Closing Acquisition Reserve Account the related Post-Closing Acquisition Reserve Amount.

  • The funds held in the Post-Closing Acquisition Reserve Account may be held as cash.

  • The Post-Closing Acquisition Reserve Account will constitute an “Eligible Account” within the meaning of the Indenture.


More Definitions of Post-Closing Acquisition

Post-Closing Acquisition means the acquisition by Borrower on each Funds Release Date of one or more Post-Closing Acquisition Projects.
Post-Closing Acquisition has the meaning set forth in the preliminary statements to this Agreement.

Related to Post-Closing Acquisition

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Proposed Acquisition Transaction means a transaction or series of transactions (or any agreement, understanding or arrangement within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by SpinCo management or shareholders, is a hostile acquisition, or otherwise, as a result of which SpinCo (or any successor thereto) would merge or consolidate with any other Person or as a result of which one or more Persons would (directly or indirectly) acquire, or have the right to acquire, from SpinCo (or any successor thereto) and/or one or more holders of SpinCo Capital Stock, respectively, any amount of stock of SpinCo, that would, when combined with any other direct or indirect changes in ownership of the stock of SpinCo pertinent for purposes of Section 355(e) of the Code and the Treasury Regulations promulgated thereunder, comprise forty percent (40%) or more of (i) the value of all outstanding shares of SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (ii) the total combined voting power of all outstanding shares of voting stock of SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by SpinCo of a customary shareholder rights plan or (ii) issuances by SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof are intended to monitor compliance with Section 355(e) of the Code and the Treasury Regulations promulgated thereunder and shall be interpreted and applied accordingly. Any clarification of, or change in, the statute or regulations promulgated under Section 355(e) of the Code shall be incorporated in this definition and its interpretation.

  • Post-Acquisition Period means, with respect to any Permitted Acquisition, the period beginning on the date such Permitted Acquisition is consummated and ending on the last day of the sixth full consecutive fiscal quarter immediately following the date on which such Permitted Acquisition is consummated.

  • Permitted Acquisition means any acquisition by Borrower or any of its wholly-owned Subsidiaries, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all of the Equity Interests of, or a business line or unit or a division of, any Person; provided that:

  • Limited Condition Acquisition means any acquisition, including by way of merger, by the Issuers or one or more of their Restricted Subsidiaries whose consummation is not conditioned upon the availability of, or on obtaining, third-party financing.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.