Spinoff definition

Spinoff means a transaction in which the Transferor Plan transfers only part of its assets and/or liabilities to the Transferee Plan. The Transferee Plan may be a New Plan that is created in the Spinoff, or it may be a preexisting plan that simply receives part of the assets and/or liabilities of the Transferor Plan.
Spinoff means the distribution of 100% of the issued and outstanding Stock of the Borrower to the shareholders of BWC, to occur on or after the Closing Date, the result of which is that immediately thereafter 100% of the Stock of the Borrower shall be owned directly by the shareholders of BWC immediately prior to such Restricted Payment.
Spinoff shall have the meaning specified in the Recitals.

Examples of Spinoff in a sentence

  • The effective date of this Agreement (the “Effective Date”) shall be the effective date of the Spin-off Transaction, or such other date to which the parties agree.

  • Such notice shall be mailed at least 20 days prior to the date therein specified, and in the case of a Spin-off, such notice shall be mailed at least 90 days prior to the record date of such Spin-Off.

  • Any adjustment to the Conversion Price under this subparagraph (iv)(B) will occur on the date that is the earlier of (1) the tenth Trading Day from, and including, the effective date of the Spin-off and (2) the date of the Initial Public Offering of the securities being distributed in the Spin-off, if that Initial Public Offering is effected simultaneously with the Spin-off.

  • Notwithstanding the foregoing, the Company shall not transfer to APP any contracts or agreements relating to the provision of professional medical services or other such agreements and contracts that APP consents to in writing to be transferred to NewCo in the Spin-off Transaction.

  • In the event that a third party acquires any Participating Spin-off, its business, or all or substantially all of its assets, then such third party may only assume the rights of Participating Spin-offs hereunder with respect to Wafer types of such Participating Spin-off that have been manufactured or are under development by the Newport Beach Fab at the time of such acquisition.


More Definitions of Spinoff

Spinoff means the distribution of all shares of common stock of the Borrower to the shareholders of XPO Logistics, Inc., which was consummated on August 2, 2021.
Spinoff means the separation of KBR from Halliburton through the Distribution.
Spinoff has the meaning set forth in the ninth WHEREAS clause of this TMA.
Spinoff has the meaning specified in Preliminary Statement (1).
Spinoff means the transaction contemplated by the Distribution Agreement, whereby Pharmacia spun-off its Chemicals Assets and Chemicals Liabilities to Solutia.
Spinoff means Residential’s separation from Altisource Portfolio Solutions S.A., a public limited liability company organized under the laws of the Grand Duchy of Luxembourg pursuant to a Separation Agreement, dated as of December 21, 2012.
Spinoff means the distribution in a transaction that is generally not taxable to the recipients under the Internal Revenue Code of 1986 (as amended or any equivalent successor statute) of stock of a subsidiary of the Company as a dividend to all holders of Common Stock.