Specified Acquisition Transaction means any transaction or series of transactions involving:
Specified Acquisition Transaction means any transaction or series of transactions that is not a Proposed Acquisition Transaction but would be a Proposed Acquisition Transaction if the percentage reflected in the definition of Proposed Acquisition Transaction were 25% instead of 40%.
Specified Acquisition Transaction shall have the same meaning as the term “Acquisition Transaction,” except that, solely for purposes of the definition of Specified Acquisition Transaction, all references to “15%” in the definition of “Acquisition Transaction” shall be deemed to refer instead to “50%.”
Examples of Specified Acquisition Transaction in a sentence
However, no termination will be payable if such Specified Acquisition Transaction is in the form of a license of assets of the Company and or the Company’s subsidiaries unless such Specified Acquisition Transaction is entered into with any person or entity that disclosed, announced, commenced, submitted or made an Acquisition Proposal prior to the date of such termination, or any of such person or entity’s affiliates.
Acquisition Transaction (whether or not relating to such Acquisition Proposal) is executed, then the Company will pay (or cause to be paid) to Parent a nonrefundable amount of $25,300,000 (such non-refundable fee, and each of the other non-refundable fees set forth in this section “Termination Fee,” a “Termination Fee”), by wire transfer of immediately available funds to an account or accounts designated in writing by Parent, at the time such Specified Acquisition Transaction is consummated.
More Definitions of Specified Acquisition Transaction
Specified Acquisition Transaction means any Acquisition Transaction, replacing all references to “15%” and “85%” in the definition of “Acquisition Transaction” with references to “50%.”
Specified Acquisition Transaction means, the proposed acquisition by Mylan of certain of the assets of Xxxxxx Labs pursuant to the Transaction Agreement and the consummation of each merger and inversion transactions contemplated therein, in accordance with the Transaction Agreement and applicable Law.
Specified Acquisition Transaction shall have the same meaning as the term “Acquisition Transaction,” except that, solely for purposes of the definition of Specified Acquisition Transaction, all references to “15%” or “85%” in the definition of “Acquisition Transaction” shall be deemed to refer instead to “50%”. If the Company fails to pay when due any amount payable under Section 8.3 or this Section 8.4, then (i) the Company shall reimburse Parent for all costs and expenses (including fees and disbursements of legal counsel) incurred in connection with the collection of such overdue amount and the enforcement by Parent of its rights under Section 8.3 or this Section 8.4, and (ii) the Company shall pay to Parent interest on such overdue amount (for the period commencing as of the date such overdue amount was originally required to be paid and ending on the date such overdue amount is actually paid to Parent in full) at a rate per annum equal to the “prime rate” (as announced by Bank of America or any successor thereto) in effect on the date such amount was originally required to be paid.
Specified Acquisition Transaction means any transaction or series of related transactions (other than the transactions contemplated by the Share Allocation and Tender Offer Agreement) involving:
Specified Acquisition Transaction has the meaning set forth in Section 8.3(b) of the Agreement.
Specified Acquisition Transaction means the proposed acquisition by Performance Guarantor of certain of the assets of Xxxxxx Laboratories pursuant to the Amended and Restated Business Transfer Agreement and Plan of Merger, dated as of November 4, 2014, among Xxxxxx Laboratories, Performance Guarantor, New Mylan and Moon of PA Inc. and the consummation of each merger and inversion transaction contemplated therein, in accordance with such agreement and applicable Law.
Specified Acquisition Transaction means (a) any merger, consolidation, amalgamation, share exchange, business combination, issuance of securities, acquisition of securities, recapitalization, tender offer, exchange offer or other similar transaction in which any of the Acquired Corporations is a constituent corporation and in which a third party or “group” (as defined in the Exchange Act and the rules promulgated thereunder) of third parties directly or indirectly acquires beneficial or record ownership of securities representing more than 50% of the outstanding securities of any class of voting securities of any of the Acquired Corporations or any surviving entity; or (b) any sale, lease, exchange, transfer, license, acquisition or disposition of any business or businesses or assets that constitute or account for more than 50% of the consolidated net revenues, net income or assets of any of the Acquired Corporations.