Approved Acquisitions means the Company acquires, directly or indirectly (i) through any sale, lease, license, assignment, transfer, conveyance or other disposition all or substantially all of the assets of another Person in one or a series of related transactions or (ii) in one or more related transactions (including, without limitation, through a merger or series of mergers) more than 50% of the voting securities of another Person, where any such acquisition is approved by the holders of at least 51% in principal amount of the then outstanding Senior Secured Convertible Debentures.
Approved Acquisitions means the Company acquires, directly or indirectly (i) through any sale, lease, license, assignment, transfer, conveyance or other disposition all or substantially all of the assets of another Person in one or a series of related transactions or (ii) in one or more related transactions (including, without limitation, through a merger or series of mergers) more than 50% of the voting securities of another Person, where any such acquisition is approved by the holders of at least 51% in Principal Amount of the then outstanding Debentures.
Approved Acquisitions means (a) the Otonomo Acquisition provided that (i) the Otonomo Acquisition Documentation is not amended, restated, supplemented, or otherwise modified, no provision of the Otonomo Acquisition Documentation is waived and no consent to any action that would be prohibited by Section 5.1 of the Otonomo Acquisition Agreement in each case in any manner that is adverse to Agent or the Initial Lenders (whether in their capacity as Lenders or holders of Warrants) in any respect on or prior to the closing of the Otonomo Acquisition, and (ii) the Otonomo Acquisition occurs by December 31, 2023, and (b) following the occurrence of a Public Trading Trigger, the acquisition (including, without limitation, by merger or consolidation) by any Loan Party after the Closing Date of all or substantially all of the assets or a business line, product line or unit or division of, or a majority of the capital stock (or membership interests) of, or an exclusive license or right to use the Intellectual Property or other assets of, a non-affiliated entity (the “New Target”), where all of the following criteria are satisfied: (i) no Event of Default shall have occurred and be continuing or would result from the consummation of the proposed acquisition and Agent and the Required Lenders have received evidence that the Loan Parties are in compliance with all terms and conditions of this Agreement on a pro forma basis after giving effect to such acquisition, (ii) if the acquisition includes a merger of Borrower, Borrower shall remain the surviving legal entity after giving effect to such acquisition; (iii) if such acquisition is a stock acquisition, the Loan Parties shall cause the New Target to comply with the requirements set forth in Section 6.10 of this Agreement (unless such New Target, on a pro forma basis after giving effect to the consummation of the acquisition, constitutes an Immaterial Subsidiary); (iv) no Loan Party is required to assume or guarantee any Indebtedness other than Permitted Indebtedness in connection with the transaction or the ownership or operation of the New Target or any of New Target’s assets, (v) the business and operations of the New Target is substantially similar to that of the Borrower (or is a line of business reasonably related thereto); and (vi) the total cash consideration (including any earnout, deferred payments or management/employee compensation) payable by the Loan Parties in connection with all such transactions (or series of related transac...
Examples of Approved Acquisitions in a sentence
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More Definitions of Approved Acquisitions
Approved Acquisitions means the acquisitions identified in Schedule 7.04.
Approved Acquisitions means the acquisitions by Borrower of certain assets and other rights relating to the manufacture, sale and/or distribution of certain biopharmaceutical products to the extent approved by Agent in writing prior to the Closing Date.
Approved Acquisitions means (A) acquisitions by the Company or its subsidiaries of a business enterprise or assets or (B) joint ventures by the Company with third Persons.
Approved Acquisitions means (a) the acquisition relating to Agreement of Purchase and Sale dated as of January 29, 1997 by and among June Broadcasting, Inc., Fredxxxx X.X. Xxxxxx xxx WMEZ-FM, Inc., (b) the acquisition relating to the Agreement of Purchase and Sale dated as of April 24, 1997 by and among Pattxxxxx Xxxsno Broadcasting Corp., Radio Dinuba Company, Davix X. Xxxxx, xx Special Trustee of the Davix X. Xxxxx Xxxily Trust, Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #ONE2LF, Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #TWO4LF, Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #THREE3LFGC, and Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #FOUR2LFGC, Davix X. Xxxxx xxx Sylvxx X. Xxxxx, xx Co-Trustees of the Davix X. Xxxxx Xxxily Trust, Sylvxx X. Xxxxx xxx Davix X. Xxxxx xxx (c) the acquisition relating to the Asset Purchase Agreement dated May 5, 1997 by and between Willxxx X. Xxxxxx, Xx. xxx Pattxxxxx Xxxnd Rapids Broadcasting Corp.
Approved Acquisitions means the Acquisitions of the capital stock or assets of the Approved Acquisition Targets pursuant to the Approved Acquisition Agreements.
Approved Acquisitions has the meaning specified in Section 4.01(a)(vi).
Approved Acquisitions means the acquisition of assets or shares and/or the development of capital assets (i) where any third party debt to finance such acquisition or development is provided on the basis that recourse is limited to the assets or entity so acquired or being developed or (ii) where any debt to finance such acquisition or development is provided by The Royal Bank of Scotland plc and it is provided on the basis that recourse is limited to members of RBS Group; "APPROVED PROJECTIONS" means the financial projections and forecast for the business of the Target Groups in the agreed form on a basis consistent with the Approved Accounting Principles;