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.

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

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.

Examples of Spin-Off Event in a sentence

• A distribution on an Individual Stock that constitutes a Spin-Off Event and also constitutes an Extraordinary Dividend will result only in an adjustment pursuant to Section 4.1 and the Initial Price will not be adjusted.

• A distribution on a Basket Stock that constitutes a Spin-Off Event and also constitutes an Extraordinary Dividend will result only in an adjustment pursuant to Section 4.1 and the Initial Price will not be adjusted.

• Notwithstanding the foregoing, however, the Calculation Agent will not make any adjustment for a Reorganization Event unless the event becomes effective—or, if the event is a Spin-Off Event, unless the Ex-Dividend Date for the Spin-Off Event occurs—after the Trade Date and on or before the Calculation Date for which the Performance Rate of such Basket Stock will be determined.

• Notwithstanding the foregoing, however, the Calculation Agent will not make any adjustment for a Reorganization Event unless the event becomes effective – or, if the event is a Spin-Off Event, unless the Ex-Dividend Date for the Spin-Off Event occurs – after the Trade Date and on or before the Coupon Payment Date for which the Individual Stock Returns will be determined.

• Notwithstanding the foregoing, however, the Calculation Agent will not make any adjustment for a Reorganization Event unless the event becomes effective—or, if the event is a Spin-Off Event, unless the Ex-Dividend Date for the Spin-Off Event occurs—after the Trade Date and on or before the Coupon Payment Date for which the Individual Stock Returns will be determined.

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 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.

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 5.4(a)(x). “Spin-off Securities” has the meaning set forth in Section 5.4(a)(x).

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.