Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.
Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
Scheduled Closing Date Has the meaning specified in the NPA.
Additional Closing Date shall have the meaning set forth in Section 2.3.2.
Second Closing Date has the meaning set forth in Section 1.3.
Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.
Acquisition Closing Date means the “Closing Date” under and as defined in the Acquisition Agreement.
Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.
Third Closing Date has the meaning set forth in Section 2.2(c).
Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.
Closing Date Term Loans means the Term Loans made by the Term Lenders on the Closing Date to the Borrower pursuant to Section 2.01(1).
Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.
Subsequent Closing has the meaning set forth in Section 3.2.
First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.
Put Closing Date shall have the meaning set forth in Section 2.3.8.
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.
M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.
Restructuring Transactions means the transactions described in Article IV.B of the Plan.
Excluded Transactions means:
Acquisition Transaction means any transaction or series of transactions involving:
Closing Date Term Loan has the meaning specified in Section 2.01(a).
Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).
Alternate Transaction shall have the meaning assigned to such term in Section 6.7(iii) hereof.
Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.
Sale Transaction has the meaning set forth in Section 3(a).