Spin-Off Event definition

Spin-Off Event means a distribution, whether as a dividend or otherwise, of the common stock of any Person (other than a Person that is then an Issuer) by an Issuer to the holders of the Shares of such Issuer, as determined by the Calculation Agent.

Spin-Off Event has the meaning set forth in Section 5.4(a)(x).

Spin-Off Event means a reorganization of the assets and liabilities of Gaiam, Inc. by means of a “spin-off” of GTV, whereby GTV emerges as a separate public company.

Examples of Spin-Off Event in a sentence

• Notwithstanding anything to the contrary contained herein, in the event that a Mandatory Prepayment Event occurs following any Potential Adjustment Event, Issuer Merger Event or Spin-Off Event, then the Administrative Agent agrees not to send a Mandatory Prepayment Notice until such time as Calculation Agent has made its determination as to the appropriate adjustments, if any, to be made to (i) the Minimum Price, (ii) the Maximum Share Number and/or ( iii) the Minimum ADTV Level.

• Notwithstanding anything to the contrary contained herein, in the event that a Mandatory Prepayment Event occurs following any Potential Adjustment Event, Issuer Merger Event or Spin-Off Event, then the Administrative Agent agrees not to send a Mandatory Prepayment Notice until such time as Calculation Agent has made its determination as to the appropriate adjustments, if any, to be made to (i) the Minimum Price, (ii) the Maximum Share Number and/or (iii) the Minimum ADTV Level.

More Definitions of Spin-Off Event

Spin-Off Event means a transaction or corporate restructuring pursuant to which GTV is “spun off” as a separate public company.

Spin-Off Event means a distribution, whether as a dividend or otherwise, of the common stock of any Person (other than the Issuer) by the Issuer to the holders of the Common Shares, as determined by the Calculation Agent.

Spin-Off Event means an event pursuant to which a Stock Issuer issues to all holders of such Stock equity securities of an issuer other than the Stock Issuer.

Spin-Off Event means the Spin-off by Hilton Issuer of Park Issuer and HGV Issuer on the Spin-off Event Date.

Spin-Off Event has the meaning set forth in Section 2.5.2(a).

Spin-Off Event means the Spin-off by Hilton Issuer of Park Issuer and HGV Issuer on the Spin-off Event Date. “ Spin-off Event Date ” means January 4, 2017.

Spin-Off Event means existing holders of Shares of the Issuer receive a distribution or dividend of shares of common stock or tracking stock other than Shares that are, or that as of the ex-date of such Spin-off Event are scheduled promptly to be, (i) publicly quoted, traded or listed on any of the New York Stock Exchange, the American Stock Exchange, the Nasdaq Global Market or the Nasdaq Global Select Market (or their respective successors) and (ii) not subject to any currency exchange controls, trading restrictions or other trading limitations. If an event occurs that constitutes both a Spin-off Event and a Potential Adjustment Event, it shall be treated hereunder as a Spin-off Event.