Pre-Closing Dividend definition

Pre-Closing Dividend shall have the meaning set forth in the recitals.
Pre-Closing Dividend means one or more special cash dividends payable to holders of Company Common Stock, Company Preferred Stock and, by way of dividend equivalent rights, Company Equity Awards, as applicable, in an amount not to exceed with respect to all such special cash dividends $4,000,000,000 in the aggregate.
Pre-Closing Dividend has the meaning set forth in Section 5.16.

Examples of Pre-Closing Dividend in a sentence

  • In the event that the Closing Date occurs after the record date for the Pre-Closing Dividend but before the payment date for the Pre-Closing Dividend, the Surviving Corporation shall pay, and Parent shall cause the Surviving Corporation to pay, the Pre-Closing Dividend to each holder of record of Company Common Stock and Company Preferred Stock and to credit dividend equivalents to the Company Equity Awards, as applicable.

  • The Applicants understand that TL will submit an application to the Department under separate cover to obtain the Department’s prior approval or non-disapproval with respect to TL’s proposed payment of the Pre-Closing Dividend.

  • The record date for the Pre-Closing Dividend shall be a date agreed by Parent and the Company prior to the Effective Time and the payment date for which shall be three Business Days after the Effective Time; provided, that the payment of such dividend may be conditioned upon the occurrence of the Effective Time.

  • In connection with the Pre-Closing Dividend, Parent shall cause the CVR Agreement to be duly authorized, executed and delivered by Parent and a rights agent selected by Parent with the Company’s prior approval (such approval not to be unreasonably withheld, delayed or conditioned).

  • Assuming that the Pre-Closing Dividend will be in the amount of $500,000,000 and that there will not be any Leakage, the Applicants currently anticipate that the total Merger Consideration payable under the Merger Agreement will be $1,750,000,000.


More Definitions of Pre-Closing Dividend

Pre-Closing Dividend shall have the meaning set forth in Section 5.2(e) hereof.
Pre-Closing Dividend means, subject to FINRA approval, a cash dividend of up to $250,000,000 to be paid prior to Closing, as described in Section 7.25.
Pre-Closing Dividend has the meaning set forth in Section 5.8 below.
Pre-Closing Dividend means the dividend of(pound)2.6 million paid by the Company on 7 April 2004;
Pre-Closing Dividend. Section 2.1(d) “REIT” Recitals “REIT Dividend” Section 6.11(a) “Remedies Exception” Section 3.4(a) “SDAT” Section 1.3
Pre-Closing Dividend means a dividend that may be paid by the Company to Seller on or before Closing consisting of (1) cash equal to the Company's cash balance; plus (2) the Company's 12.375% ownership interest in American Tax Credit Corporate Fund, L.P.; plus
Pre-Closing Dividend means a cash dividend or other distribution declared and lawfully paid by the Company to VHI at the Closing in an aggregate amount equal to the lesser of (i) the excess of the Estimated Total Adjusted Book Value (determined prior to the declaration of the Pre-Closing Dividend) over the Estimated Required Adjusted Book Value and (ii) the aggregate amount approved by the Iowa Insurance Division.