Qualifying Recapitalization definition
Qualifying Recapitalization means a recapitalization of the Holding Company which shall not include a Sale of the Company, pursuant to which all of the Holding Company’s Preferred Stock is redeemed by the Holding Company for the original cost thereof plus all accrued and unpaid dividends thereon.
Qualifying Recapitalization means a recapitalization, reorganization, reclassification, consolidation, merger or sale of all or substantially all of the Corporation's assets (or the assets of any material Subsidiary of the Corporation) to another Person, or other transaction which is effected in such a manner that holders of Common Stock (or the equity holders of the material Subsidiary) are entitled to receive (either directly or upon subsequent liquidation) stock, securities or assets with respect to or in exchange for such Common Stock (or equity of the material Subsidiary).
Examples of Qualifying Recapitalization in a sentence
In the event of a Qualifying Recapitalization (as defined in the Certificate of Incorporation) as a result of which the Company receives consideration consisting substantially of cash and/or securities, each party hereto agrees to vote all shares of ARC Holdings Common Stock controlled by such Person in order to effect a liquidating distribution thereof.