Additional Acquisitions definition

Additional Acquisitions means, collectively, the acquisitions by SFX of all of the assets of radio stations WROQ-FM, operating in Greenville, South Carolina; WJDX-FM, WSTZ-FM and WZRX-AM, each operating in Jackson, Mississippi; WTRG-FM and WRDU-FM, both operating in Raleigh-Durham, North Carolina; and WHSL-FM, WMFR-AM, WMAG-FM and WTCK-AM, each operating in Greensboro, North Carolina.
Additional Acquisitions has the meaning set forth in the Credit Agreement.
Additional Acquisitions means the acquisition by one or more of the Borrowers of substantially all the assets or 100% of the stock of each of the entities listed on Schedule 5.7. ---

Examples of Additional Acquisitions in a sentence

  • Subject to the foregoing, the Company generally shall distribute cash available for distribution after satisfying, or establishing reserves for, any of the Company’s current or anticipated obligations (including indebtedness, Incentive Allocation and any Company Expenses, as well as obligations relating to Portfolio Assets, including Additional Acquisitions).

  • With respect to Additional Acquisitions in geographic markets in which the Division does not currently conduct Business, the loan shall be evidenced by a promissory note that matures in 90 days, is secured by the assets acquired and the service agreement (if applicable) entered into in connection with the Additional Acquisition and at PRG's option may be retired by a conveyance to Purchaser of the assets securing the promissory note.

  • With respect to Additional Acquisitions in geographic areas in which the Division currently conducts business, the loan shall be evidenced by a promissory note that matures in 90 days and is secured by the assets acquired and the service agreement (if applicable) entered into in connection with the Additional Acquisition.

  • In addition, if the assumption regarding the number of shares of Common Stock issued in connection with the Telecon Acquisition and the Additional Acquisitions (as set forth in Section 3.6.c) is incorrect (after the Telecon Acquisition and all such Additional Acquisitions have been completed), then Company shall, within 30 calendar days after the completion of the last such Additional Acquisition, provide Holders with a current capitalization chart.

  • Borrowers must have already consummated or must simultaneously consummate and complete the Additional Acquisitions under terms and conditions reasonably acceptable to Required Lenders.

  • A-1 Additional Acquisitions ..................................................

  • Purchaser has the financial capacity and ------------------ creditworthiness to perform each and every obligation and commitment of Purchaser set forth in this Agreement, including without limitation its obligations to consummate the Additional Acquisitions.

  • With respect to any Additional Acquisitions that are consummated on or prior to the Closing Date, PRG shall lend to Seller the funds necessary for Seller to consummate the Additional Acquisition.

  • We have included the effects of the Steward Expansion Transactions, Other U.S. Acquisition Transactions, Disposition Transaction, New MEDIAN Transactions, Adeptus Restructuring, Financing Transactions and the funding of approximately $63.5 million for development projects, capital and other additions, and working capital purposes in the Additional Acquisitions and Dispositions Pro Forma Adjustments column.

  • Since the date of execution of this Agreement, there shall not have been any change, circumstance or event in the Assets, business or prospects of Branch which has had or would reasonably be expected to have a Material Adverse Effect on Branch or on the transactions contemplated by this Agreement (except such as may have arisen by reason of any matter approved by Regency pursuant to Sections (Acquisition Properties), (Additional Acquisitions), (New Contracts) or (Leasing Arrangements)).


More Definitions of Additional Acquisitions

Additional Acquisitions means those acquisitions listed on Exhibit 1(h) attached hereto, that, (i) on or prior to March 31, 1997, are the subject of binding acquisition agreements with no material right of termination on the part of the entity to be acquired and that are consummated by the Division or by Purchaser or another wholly-owned subsidiary of PRG by April 30, 1997 using the forms of acquisition agreements and service agreements provided by Purchaser attached hereto as Exhibits 1(h)(i) and 1(h)(ii) with such modifications as are reasonably necessary to consummate the acquisition including a service fee containing the following components: (1) a management fee of 5% of net revenues, (2) an annual amortization charge equal to the purchase price of the entity amortized over 18 years, (3) a net income fee equal to maximum 51% of the net income of the practice calculated after the application of (1) and (2), and such other modifications as are approved in writing by Purchaser in advance of consummation of the Additional Acquisition, which approval will not be unreasonably withheld, (ii) provide for a minimum of fifty percent of the consideration for such Additional Acquisition in the form of PRG Common Stock, the issuance of which is unregistered or which is contractually restricted as to resale in accordance with the provisions of Rule 144 under the Securities Act of 1933, (iii) provide for a purchase price not to exceed 10 times Annual After-Tax Contribution, with such variations in such financial terms as may be consented to in writing by Purchaser in advance of the consummation of the Additional Acquisition, (iv) comply with PRG's financial, operational and legal due diligence standards as historically applied (which the parties acknowledge include an audit by an independent Medicare/Medicaid consultant) and (v) with respect to geographic markets in which PRG or one of its subsidiaries currently manages an optometric or ophthalmological practice or manages an ASC, the PRG-affiliated practices and managed ASC's in that geographic market have approved the Additional Acquisition. The transaction referred to in the definition of CEC Reimbursement shall be deemed to be an Additional Acquisition.
Additional Acquisitions means any acquisition (other than the Initial Acquisitions and the Project C Acquisition) by the Company, by any Subsidiary or by any Purchaser Related Party, in each case, which acquisition (a) is described by one of the Additional Acquisition Letters and (b) is consummated by any Purchaser Related Entity on or before the second anniversary of the Closing Date.
Additional Acquisitions means the acquisition by Purchaser or one or more Affiliates of several additional companies prior to the IPO.
Additional Acquisitions means (i) the acquisition on January 15, 1999 by Borrower of all of the outstanding stock of BSI, (ii) the acquisition on December 31, 1998 by MLP of certain of the assets and certain of the liabilities of MTI and (iii) the acquisition on February 25, 1999 by Borrower of all of the outstanding stock of Electro.

Related to Additional Acquisitions

  • Specified Acquisition means one or more acquisitions of assets, equity interests, entities, operating lines or divisions in any fiscal quarter for an aggregate purchase price of not less than $200,000,000 (it being understood that such consideration shall be determined based on the payment made at the time of the transaction, without regard to any subsequent or earnout payments).

  • Material Acquisition means any (a) acquisition of property or series of related acquisitions of property that constitutes assets comprising all or substantially all of an operating unit, division or line of business or (b) acquisition of or other investment in the Capital Stock of any Subsidiary or any person which becomes a Subsidiary or is merged or consolidated with the Borrower or any of its Subsidiaries, in each case, which involves the payment of consideration by the Borrower and its Subsidiaries in excess of $100,000,000 (or the equivalent in other currencies).

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Permitted Acquisition means an Acquisition by Borrower or any wholly-owned Subsidiary of Borrower of all or substantially all of the assets of, or all of the capital stock or other equity interests of, an Acquired Person engaged in similar or related line(s) of business as Borrower or any of its Subsidiaries, provided, that:

  • Land acquisition means the taking of or alienation of land, buildings or other assets thereon for purposes of the Project.

  • Qualified Acquisition means any acquisition of either or both the capital stock or assets of any Person or Persons (or any portion thereof), or the last to occur of a series of such acquisitions consummated within a period of six consecutive months, if the aggregate amount of Indebtedness incurred by one or more of the Company and its Subsidiaries to finance the purchase price of, or assumed by one or more of them in connection with the acquisition of, such stock and property is at least $100,000,000.

  • Target Acquisition means the acquisition of Target Shares by Purchaser pursuant to a Scheme or an Offer.

  • Exempt Acquisition means a share acquisition in respect of which the Board of Directors has waived the application of Section 3.1 pursuant to the provisions of Subsection 5.1(a) or (h);

  • Make-Whole Acquisition means the occurrence, prior to any Conversion Date, of one of the following:

  • Non-Control Acquisition means an acquisition by (i) an employee benefit plan (or a trust forming a part thereof) maintained by (x) the Company or (y) any corporation or other Person of which a majority of its voting power or its equity securities or equity interest is owned directly or indirectly by the Company (a “Subsidiary”), or (ii) the Company or any Subsidiary.

  • Shares Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred.

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Specified Acquisition Period means, upon Borrower’s election pursuant to Section 6.02(l), (a) the fiscal quarter during which the Borrower or any of its Subsidiaries consummates a Specified Acquisition and (b) the two fiscal quarters immediately following the fiscal quarter described in clause (a); provided, however, that (i) no more than one Specified Acquisition Period may be in effect at any one time, (ii) no Specified Acquisition Period may become effective if the Borrower fails to timely elect such Specified Acquisition Period pursuant to the terms of Section 6.02(l) and (iii) no more than one Specified Acquisition Period may be elected with respect to any particular Specified Acquisition.

  • Permitted Acquisition Consideration means in connection with any Permitted Acquisition, the aggregate amount (as valued at the Fair Market Value of such Permitted Acquisition at the time such Permitted Acquisition is made) of, without duplication: (a) the purchase consideration paid or payable in cash for such Permitted Acquisition, whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and including any and all payments representing the purchase price and any assumptions of Indebtedness and/or Guarantee Obligations, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any Person or business and (b) the aggregate amount of Indebtedness incurred or assumed in connection with such Permitted Acquisition; provided, in each case, that any such future payment that is subject to a contingency shall be considered Permitted Acquisition Consideration only to the extent of the reserve, if any, required under GAAP (as determined at the time of the consummation of such Permitted Acquisition) to be established in respect thereof for the Borrower or its Restricted Subsidiaries.

  • Additional Financing means the sale by the Company of additional Units as contemplated by the registration statement on Form SB-2 filed by the Company with the SEC on September 13, 2006, as amended from time to time thereafter.

  • Business Acquisition means (a) an Investment by the Borrower or any Restricted Subsidiary in any other Person pursuant to which such Person shall become a Subsidiary or shall be merged into or consolidated with the Borrower or any Restricted Subsidiary or (b) an acquisition by the Borrower or any Restricted Subsidiary of the property and assets of any Person (other than a Subsidiary) that constitutes substantially all of the assets of such Person or any division or other business unit of such Person.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • Limited Condition Acquisition means any acquisition, including by way of merger, by the Borrower or one or more of its Restricted Subsidiaries permitted pursuant to this Agreement whose consummation is not conditioned upon the availability of, or on obtaining, third party financing.

  • Permitted Acquisition Indebtedness means Indebtedness (including Disqualified Stock) of the Company or any of the Restricted Subsidiaries to the extent such Indebtedness was Indebtedness:

  • Target Business Acquisition Period means the period commencing from the effectiveness of the registration statement filed with the SEC in connection with the Company's IPO up to and including the first to occur of (i) a Business Combination; or (ii) the Termination Date.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Proposed Acquisition means the proposed acquisition by the Borrower or any of its Subsidiaries of all or substantially all of the assets or Stock of any Proposed Acquisition Target, or the merger of any Proposed Acquisition Target with or into the Borrower or any Subsidiary of the Borrower (and, in the case of a merger with the Borrower, with the Borrower being the surviving corporation).

  • Post-Acquisition Period means, with respect to any Permitted Acquisition, the period beginning on the date such Permitted Acquisition is consummated and ending on the last day of the sixth full consecutive fiscal quarter immediately following the date on which such Permitted Acquisition is consummated.

  • Permitted Acquisitions means Investments consisting of an Acquisition by the Parent or any Subsidiary, in each case, other than Private Label Credit Card Expenditures, provided that (i) no Default shall have occurred and be continuing or would result from such Acquisition, (ii) the property acquired (or the property of the Person acquired) in such Acquisition is used or useful in the same or a similar, related or complementary line of business as the Parent and its Subsidiaries were engaged in on the Closing Date (or any reasonable extensions or expansions thereof), (iii) the Administrative Agent shall have received all items in respect of the Equity Interests acquired in such Acquisition required to be delivered by the terms of Section 7.12 and/or Section 7.13, (iv) in the case of an Acquisition of the Equity Interests of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition, (v) the Parent shall have delivered to the Administrative Agent a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 8.11 as of the most recent fiscal quarter for which the Parent was required to deliver financial statements pursuant to Section 7.01(a) or (b), (vi) if the total aggregate consideration paid for such Acquisition equals or exceeds $100,000,000, the Parent shall have delivered to the Administrative Agent pro forma financial statements for the Parent and its Subsidiaries after giving effect to such Acquisition for the twelve month period ending as of the most recent fiscal quarter in a form satisfactory to the Administrative Agent, and (vii) the representations and warranties made by the Loan Parties in each Loan Document shall be true and correct in all material respects at and as if made as of the date of such Acquisition (after giving effect thereto) except to the extent such representations and warranties expressly relate to an earlier date.