Significant Acquisition definition

Significant Acquisition means the acquisition (in one or a series of related transactions) of all or substantially all of the assets or Equity Interests of a Person or any division, line of business or business unit of a Person for an aggregate consideration in excess of $450,000,000.

Significant Acquisition means the acquisition of one or more Properties or portfolios of Properties or operating businesses (a) in a single transaction for a purchase price of not less than ten percent (10%) of Total Asset Value as of the last day of the then most-recently ended Calculation Period, or (b) in two (2) transactions closed within a thirty (30) consecutive day period for an aggregate purchase price of not less than ten percent (10%) of Total Asset Value as of the last day of the most-recently ended Calculation Period.

Significant Acquisition an acquisition the result of which is that Consolidated EBITDA, determined on a Pro Forma Basis after giving effect thereto, is equal to or greater than 125.0% of Consolidated EBITDA as of the most recently ended Reference Period immediately prior to the consummation of such Permitted Acquisition, in each case with respect to UK Holdco and the Restricted Subsidiaries based on the most recently ended Reference Period.

Examples of Significant Acquisition in a sentence

• As part of the consideration payable under the Lion Beadell Sale Agreement is the issue to Lion of shares in Beadell, Lion's entry into the Lion Beadell Sale Agreement may also prevent the No Significant Acquisition Condition from being fulfilled.

• Permit Total Unsecured Indebtedness as of the last day of each fiscal quarter of the Parent to exceed 60% of the Unencumbered Asset Value on such day; provided, that on two occasions prior to the Facility Termination Date the Borrower may elect that such ratio be permitted to exceed 60% for up to two (2) consecutive full fiscal quarters immediately following a Significant Acquisition, but in no event shall such ratio exceed 65% as of the last day of any fiscal quarter.

• Permit Total Indebtedness as of the last day of each fiscal quarter of the Parent to exceed 60% of the Total Asset Value on such day; provided, that on two occasions prior to the Facility Termination Date the Borrower may elect that such ratio be permitted to exceed 60% for up to two (2) consecutive full fiscal quarters immediately following a Significant Acquisition, but in no event shall such ratio exceed 65% as of the last day of any fiscal quarter.

• Significant Acquisition, Disposal or InvestmentDuring the Period, the Group did not have any significant acquisition and disposals of subsidiaries and associated companies, or significant investment.

More Definitions of Significant Acquisition

Significant Acquisition means any Acquisition by the Borrower or any of its Subsidiaries for Aggregate Consideration of $400,000,000 or more.

Significant Acquisition means an acquisition permitted under Section 8.06; provided that the aggregate consideration (whether in the form of cash, securities, goodwill, or otherwise) with respect to such acquisition is not less than 5.0% of Adjusted Total Assets.

Significant Acquisition means any Acquisition involving the payment of consideration (including the assumption of liabilities) by the Borrower and its Subsidiaries in excess of $250,000,000.

Significant Acquisition means an acquisition (consummated in one transaction or a series of transactions) by the Parent or another Consolidated Party of assets of, or constituting, a Person that is not an Affiliate of the Parent (whether by purchase of such assets, purchase of Person(s) owning such assets or some combination thereof) with a minimum aggregate gross purchase price at least equal to ten percent (10%) of the Total Asset Value as of the last day of the fiscal quarter most recently ended prior to the date such acquisition is consummated.

Significant Acquisition means any Permitted Acquisition the aggregate consideration (taking the amount of cash and cash equivalents, the aggregate amount expected to be paid on or after the date of the respective Permitted Acquisition pursuant to any earn-out, non-compete, consulting or deferred compensation or purchase price adjustment or similar arrangements, the fair market value (as determined in good faith by the Company) of all other non-cash consideration and the aggregate amount of assumed Indebtedness) for which exceeds $100,000,000.

Significant Acquisition means an acquisition of another entity by Unity (either by way of merger, purchase of substantially all assets of such other entity or purchase of all outstanding shares of securities of such other entity) pursuant to which: (i) Unity shall, as all or part of the consideration for such acquisition, issue to the shareholders of such other entity, such number of voting securities as shall equal 25% or more of the then outstanding voting Unity securities (measured prior to the consummated Significant Acquisition); and (ii) in the case of a merger, Unity shall be the surviving entity.

Significant Acquisition means a Corporate Transaction affecting the Executive’s business unit (or, if Executive is employed at the headquarters for the Company’s corporate business operations (“Corporate Center”), a Corporate Transaction that affects the Corporate Center) that is consummated after the Agreement Date and prior to the Change Date, which Corporate Transaction is not a Change in Control, provided that as a result of such Corporate Transaction, all or substantially all of the individuals and entities who are the Beneficial Owners, respectively, of the outstanding common stock of Company and outstanding Voting Securities of the Company immediately prior to such Corporate Transaction beneficially own, directly or indirectly, more than 60% but not more than 66-2/3% of, respectively, the then-outstanding shares of common stock and the combined voting power of the then-outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the corporation resulting from such Corporate Transaction (including, without limitation, a corporation which, as a result of such transaction, owns the Company or all or substantially all of the assets of the Company either directly or through one or more subsidiaries) in substantially the same proportions as their ownership immediately prior to such Corporate Transaction of the outstanding common stock of Company and outstanding Voting Securities of the Company, as the case may be.