Zell Group definition

Zell Group means Samuel Zell and his Affiliates.
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Zell Group means (i) Investox, (ii) any member of Investor who beneficially owns any New Common Shares or New Class B Shares, and (iii) any Affiliate of Investor or any such member of Investor; provided, however, that no presumption of control or status as an Affiliate shall arise with respect to entities that might fall within this definition solely because Investor, a member of Investor or a representative of Investor or any such member of Investor sits on the Board of Directors of such entity or holds 10% or more of the outstanding voting securities of such entity in a non-controlling position.
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Examples of Zell Group in a sentence

  • In the initial stages of the bidding, the Zell Group arguably established an early lead.

  • Finally, on November 7, 1995, RCPI’s Board of Directors agreed to a cash-out merger with the Investor Group in which all of RCPI’s outstanding shares would be acquired for a price of $8.00 per share.10 In light of its determination that the Investor Group’s bid was financially superior to the other offers, RCPI’s board terminated the combination agreement with the Zell Group.

  • The Shareholders themselves concede that the primary focus of the negotiations was a modified lease agreement and that as late as January 1996, GE had no intention of consummating a sale: "The participants discussed a deal between the Investor Group and GE/NBC that was a cross between the bondable lease NBC had discussed with Tishman/Speyer in August and the terms of GE/NBC’s deal as part of the Zell Group.

  • On August 16, 1995, RCPI entered into an agreement with the Zell Group evidenced by a letter of intent, which provided an immediate $10 million loan to enable RCPI to meet its upcoming obligations to Goldman Sachs.8 The letter of intent paved the way for a more formal combination agreement between the Zell Group and RCPI on September 11, 1995.

  • The Zell Group estimated that its final proposal would amount to buying out RCPI’s shareholders at a price between $7.49 and $9.00 per share, "depending upon the outcome of negotiations or litigation with Goldman Sachs relating to various terms and conditions of the 1994 Goldman Sachs Financing." Id. at P 54.

  • The Zell Group plan also contemplated refinancing $700 million of RCPI’s outstanding debt.

  • In this regard, it is worth noting that the Board’s recommendation characterized the Zell Group and Gotham’s proposals as carrying "substantial risk that the consummation of [the proposals] might not occur or might be significantly delayed as a result of legal challenges brought by the Whitehall Group." Id. at A00510.

  • GE’s role in the background of events was also mentioned in connection with its participation in the Zell Group.

  • Allegedly hamstrung by the anti-dilution provisions of the 1994 Goldman Sachs- led financing, the Zell Group made one final proposal on October 27, 1995: an offer of $1.16 billion, mostly in cash, to buy the mortgage loan from RCPI.

  • This created a practice inconsistent with today’s information flows and transparency culture.

Related to Zell Group

  • DBS Group means any of DBS’s subsidiaries, DBS’s holding company and any subsidiaries of DBS’s holding company;

  • Control Group means the Company and its Affiliates.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Sponsor Group means the Sponsors and the Sponsor Related Parties.

  • Participating Company Group means, at any point in time, all corporations collectively which are then Participating Companies.

  • MNE Group means any Group that (i) includes two or more enterprises the tax residences of which are in different jurisdictions, or includes an enterprise that is resident for tax purposes in one jurisdiction and is subject to tax with respect to the business carried out through a permanent establishment in another jurisdiction, and (ii) is not an Excluded MNE Group;

  • Promoter Group means an immediate relative of the Promoter (i.e. spouse of that person, or any parent, brother, sister or child of the person or of the spouse); persons whose shareholding is aggregated for the purpose of disclosing in the offer document “shareholding of the promoter group”.

  • Minority Group means any of the following racial or ethnic groups:

  • Restricted Group means, collectively the Company, its subsidiaries, the members of the Sponsor Group and their respective Affiliates.

  • CHS means Code Xxxxxxxx & Xxxxxxx IV LP, a Delaware limited partnership.

  • SAP Group means SAP Parent and any of its Associated Companies.

  • Permitted Holder Group shall have the meaning assigned to such term in the definition of “Permitted Holders.”

  • Combined Group means a group of corporations or other entities that files a Combined Return.

  • Parent Group has the meaning set forth in Section 8.03(c).

  • Affiliated Group means any affiliated group within the meaning of Section 1504(a) of the Code or any similar group defined under a similar provision of state, local or foreign law.

  • Minority group member means a United States citizen or permanent resident alien who is and can demonstrate membership in one of the following groups:

  • Controlling Company shall have the meaning set forth in Section 10.02(a) of this Agreement.

  • 13D Group means any group of persons formed for the purpose of acquiring, holding, voting or disposing of Voting Securities which would be required under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations promulgated thereunder, to file a statement on Schedule 13D with the Securities and Exchange Commission as a "person" within the meaning of Section 13(d)(3) of the Exchange Act if such group beneficially owned sufficient securities to require such a filing under the Exchange Act.

  • Corporate Group means the Corporation and its Subsidiaries treated as a single consolidated entity.

  • Participating Companies means any insurance company (including Insurance Company) that offers variable annuity and/or variable life insurance contracts to the public and that has entered into an agreement with one or more of the Funds.

  • Other Founding Companies means all of the Founding Companies other than the Company.

  • financial group means a group that consists of a legal person or legal arrangement exercising control and coordinating functions over the rest of the group for the application of group supervision under the Core Principles, and its branches and subsidiaries that are financial institutions as defined in section 27A(6) of the MAS Act or the equivalent financial institutions outside Singapore;

  • Family Group means with respect to any individual, such individual’s current or former spouse, their respective parents, descendants of such parents (whether natural or adopted) and the spouses of such descendants, any trust, limited partnership, corporation or limited liability company established solely for the benefit of such individual or such individual’s current or former spouse, their respective parents, descendants of such parents (whether natural or adopted) or the spouses of such descendants.

  • Critical group means the group of individuals reasonably expected to receive the greatest exposure to residual radioactivity for any applicable set of circumstances.

  • Investor Group means the Sponsor and its affiliates, successors and assigns.