Secondary Acquisition definition

Secondary Acquisition means acquisition of existing shares of the company by the trust on the platform of a recognised stock exchange for cash consideration;
Sample 1Sample 2Sample 3
Secondary Acquisition means the date that (i) any Acquirer signs an agreement that would require, if it were a Tennessee corporation, approval of its voting securities in some material respect pursuant to Tenn. Code Axx. §§ 40-00-000, et seq., or pursuant to Tenn. Code Axx. §§ 40-00-000, et seq., or that would give rise to dissenter’s rights under Tenn. Code Axx. Tenn. Code Axx. §§ 40-00-000, et seq., or that would result in a total or partial liquidation or dissolution of the Acquirer, or (ii) any Person files (or is required to file) a Schedule 13D or comparable schedule under the Exchange Act reflecting the acquisition of voting or dispositive control of voting securities that do or could control as much as 25% or more of the voting power in the election of directors of the Acquirer, or (iii) any Person acquires actual control of the Acquirer. A beneficial owner, as that term is defined in 17 C.F.R. §240.13d-3, of a share of stock or other security shall be deemed to be Execution Counterpart Exhibit 10.7 in control of such share or security. The Secondary Acquisition shall be deemed to occur on the earliest of such dates.
Sample 1
Secondary Acquisition means acquisition of existing shares of the company by the
Sample 1

Examples of Secondary Acquisition in a sentence

  • Prior to the date of a Secondary Acquisition or any other Termination Date, and so long as the Company is not in default under this Agreement or the Second Amended Agreement, the Company may extend the Expiration Date of until August 31, 2011, by written notice delivered to Executive if such notice is delivered on or prior to June 1, 2010, but not otherwise.

  • However, it is expressly agreed that the payments required by this Agreement shall continue until at least May 31, 2010, regardless of the Termination Date, except if the Terminating Event is a Secondary Acquisition (in which event, payments shall cease as of the first day of the calendar month following the date that the Secondary Acquisition is deemed to occur).

  • The purchase of Shares by any Purchaser shall not result in such Purchaser, together with any other person whose Company securities would be aggregated with such Purchaser’s Company securities for purposes of any bank regulation or law, to collectively be deemed to own, control or have the power to vote more than 9.9% of the outstanding shares of Common Stock as of the Closing Date (with respect to Castle Creek, after taking into account the Secondary Acquisition).

  • Note: The above-referred maximum limit of 45,000,000 Shares for Secondary Acquisition is merely a maximum upfront cap, and is not indicative of the number of Shares that may actually be acquired by the Trust.

  • The Plan shall be administered by the Nomination and Remuneration Committee which to the extent of the Secondary Acquisition and related administrative matters shall also include delegation of administration to the Trust.

  • The Company may issue and allot its Shares to the extent there are grants under the Plan in respect of which Shares are not available with the Trust (including pursuant to the Secondary Acquisition).


More Definitions of Secondary Acquisition

Secondary Acquisition means any Acquisition by the Company or any Subsidiary of the Company of any Person identified on part B of Schedule 1.01; provided that any such Acquisition shall be a Secondary Acquisition only if such Acquisition is consummated not later than 60 days after the Closing Date.
Sample 1
Secondary Acquisition means acquisition of existing Shares of the Company by the ESPS Trust from the BPCL Investment Trust through the platform of a recognized Stock Exchange for cash consideration.
Sample 1
Secondary Acquisition has the meaning specified in Section 7.03(g).
Sample 1
Secondary Acquisition means acquisition of existing Shares of the Company from the secondary market by the Trust subject to SEBI (SBEB) Regulations as amended;
Sample 1

Related to Secondary Acquisition

  • Unfriendly Acquisition any acquisition that has not, at the time of the first public announcement of an offer relating thereto, been approved by the board of directors (or other legally recognized governing body) of the Person to be acquired; except that with respect to any acquisition of a non-U.S. Person, an otherwise friendly acquisition shall not be deemed to be unfriendly if it is not customary in such jurisdiction to obtain such approval prior to the first public announcement of an offer relating to a friendly acquisition.

  • Company Acquisition means any of the following transactions (other than the transactions contemplated by this Agreement): (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which 50 the stockholders of the Company immediately preceding such transaction hold less than 65% of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of 35% of the aggregate fair market value of the Company's business immediately prior to such sale or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of 35% of the voting power of the then outstanding shares of capital stock of the Company.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Newly acquired auto means any of the following types of vehicles you become the owner of during the policy period:

  • Shares 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) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred by virtue of such event.

  • Purchase Transaction means a purchase of scrap metal, or the purchase of property described in section 10 if the knowing purchase or offer to purchase that property is not prohibited by that section, by a scrap metal dealer. The term does not include any of the following:

  • Company Acquisition Proposal means any offer, indication of interest or proposal (other than an offer or proposal made or submitted by or on behalf of Parent or any of its Subsidiaries) contemplating or otherwise relating to any Company Acquisition Transaction.

  • Acquisition means any transaction or series of related transactions 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 all or substantially all of any business or division of a Person, (b) the acquisition of in excess of 50% of the Capital Securities of any Person, or otherwise causing any Person to become a Subsidiary, or (c) a merger or consolidation or any other combination with another Person (other than a Person that is already a Subsidiary).

  • Third Party Acquisition has the meaning set forth in Section 4.7(a).

  • Proposed Acquisition Transaction means, with respect to a SpinCo, 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 Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such 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 (b) the total combined voting power of all outstanding shares of voting stock of such 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 such SpinCo of a shareholder rights plan or (ii) issuances by such 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 is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • Stock Acquisition means the purchase or other acquisition by a Person or its Subsidiaries of all or substantially all of the Stock of any other Person.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Land acquisition means the taking of or alienation of land, buildings or other assets thereon for purposes of the Project.

  • Limited Condition Acquisition means any acquisition, including by means of a merger, amalgamation or consolidation, by the Company or one or more of its Restricted Subsidiaries, the consummation of which is not conditioned upon the availability of, or on obtaining, third party financing.

  • Second Closing Date means the date of the Second Closing.

  • Business Acquisition means the acquisition, by purchase or otherwise, of all or substantially all of the assets (or any part of the assets constituting all or substantially all of a business or line of business) of any Person, whether such acquisition is direct or indirect, including through the acquisition of the business of, or Capital Stock of, such Person.

  • date of acquisition means the date of acquisition required for accounting purposes;

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Debt Purchase Transaction means, in relation to a person, a transaction where such person: