Initial Business Transaction definition

Initial Business Transaction means the Company’s initial acquisition of one or more operating businesses or assets through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, exchangeable share transaction or other similar business transaction.
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Examples of Initial Business Transaction in a sentence

  • The Company agrees that neither it, nor any successor or subsidiary of the Company, will consummate any public or private equity or debt financing prior to or in connection with the consummation of an Initial Business Transaction, unless all investors in such financing expressly waive, in writing, any rights in or claims against the Trust Account.

  • The Company hereby agrees that until the Company consummates an Initial Business Transaction, it shall not issue any Common Stock, any options or other securities convertible into Common Stock, or any shares of Preferred Stock which participate in any manner in the Trust Account or which vote as a class with the Common Stock on an Initial Business Transaction.

  • Promptly after the execution of a definitive agreement for an Initial Business Transaction, the Company shall retain an investor relations firm with the expertise necessary to assist the Company both before and after the consummation of the Initial Business Transaction for a term to be agreed upon by the Company and the Representative.

  • The Company agrees that it will comply with its Amended and Restated Certificate of Incorporation if an Initial Business Transaction is not consummated on or prior to the Termination Date.

  • The Warrants shall expire (a) on the Termination Date, if the Initial Business Transaction is not completed on or prior to the Termination Date, and (b) at the time at which the Exercise Period ends, if the Initial Business Transaction is completed on or prior to the Termination Date.

  • The Company will not consummate an Initial Business Transaction with any entity which is affiliated with any Company Affiliate unless the Company obtains an opinion from an independent investment banking firm reasonably acceptable to the Representative that the Initial Business Transaction is fair to the Company’s shareholders from a financial perspective.

  • Furthermore, once the Company consummates an Initial Business Transaction, it will be engaged in a business other than that of investing, reinvesting, owning, holding or trading securities.

  • Prevailing rates after consultation with the issuer and its counsel at the time of an Initial Business Transaction.

  • The Company also agrees that, if required by law, proper disclosure of such arrangement or potential arrangement will be made in the proxy statement which the Company will file for purposes of soliciting stockholder approval for the Initial Business Transaction (if such stockholder approval is required).

  • Such loan does not bear any interest and is not repayable by the Company until the date of consummation of the Initial Business Transaction.

Related to Initial Business Transaction

  • Business Transaction means any merger, share exchange, asset acquisition, plan of arrangement, recapitalization, reorganization or similar business combination involving the Company.

  • Significant business transaction means any business transaction or series of transactions that, during any one fiscal year, exceeds the lesser of $25,000 or 5 percent of the total operating expense of a provider.

  • Initial Business Combination means the acquisition by the Company, whether through a merger, share exchange, asset acquisition, stock purchase, reorganization, recapitalization or similar type of transaction, of one or more business or entities (“Target Business” or “Target Businesses”), whose collective fair market value is equal to at least 80% of the balance in the Trust Account and resulting in ownership by the Company or the holders of IPO Shares of at least 51% of the voting equity interests of the Target Business or Businesses or all or substantially all of the assets of the Target Business or Businesses;

  • Initial Business Plan means the business plan to be provided by the Franchisee to the Secretary of State as described in paragraph 2.1 of Schedule 13 (Information and Industry Initiatives);

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • 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.

  • special business means all business transacted at a special meeting of shareholders and all business transacted at an annual meeting of shareholders, except consideration of the financial statements, auditor's report, election of directors and reappointment of the incumbent auditor;

  • Company Acquisition means any of the following transactions (other than the transactions contemplated by this Agreement): (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which 50 the stockholders of the Company immediately preceding such transaction hold less than 65% of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of 35% of the aggregate fair market value of the Company's business immediately prior to such sale or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of 35% of the voting power of the then outstanding shares of capital stock of the Company.

  • 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.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Private Business Use means use (directly or indirectly) in a trade or business or activity carried on by any Private Person (other than a Tax-Exempt Organization) other than use as a member of, and on the same basis as, the general public.

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Online Transaction means any Phone/Electronic Transaction requested through an Electronic Transmission over the Internet.

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Additional Business Centre(s means the city or cities specified as such in the relevant Final Terms;

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.

  • M&A Transaction means any acquisition, directly or indirectly, by a Project Holdco, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all or a portion of the Equity Interests of, or a business line or unit or a division of, any Person.

  • Purchase and Sale Termination Event has the meaning set forth in Section 8.1 of the Sale Agreement.