Public Tender Offer definition

Public Tender Offer shall have the meaning set forth in Section 2.1.1.
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Public Tender Offer means the public tender offer launched by Faurecia on 27 September 2021 pursuant to Section 29 (1) of the German Takeover Act (Übernahmeangebot) for all shares issued by Hella;
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Public Tender Offer shall have the meaning set forth in Recital (E).
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Examples of Public Tender Offer in a sentence

  • At a meeting dated August 24, 2004, the Board of Directors of the Company (“Meeting”) has approved the commencement by the Company of a Voluntary Public Tender Offer (“VTO”) to acquire up to 84,252,534,000 preferred shares of the capital stock of TCO ( “Maximum Number of Shares”), in accordance with Instruction CVM no.

  • Once the Public Tender Offer and the U.S. Offer are concluded, and without prejudice to how many shares and ADSs are offered in sale, MetLife hopes to acquire, directly and indirectly, at least 64.3% of the issued shares of Provida, and thereby acquire control of Provida.

  • In accordance with the Applicable Law, the Offeror has requested that Finanzas & Gestion render an opinion as Independent Appraiser on July 19, 2016 on financial matters in respect of the value of Transportadora de Gas del Sur S.A.'s shares in the context of the preparation of Public Tender Offer ("PTO"), as announced by the Offeror on July 27, 2016 in compliance with the Applicable Law.

  • The Adjusted Net Asset Value has been determined in accordance with the terms and conditions of the Public Tender Offer and confirmed by PricewaterhouseCoopers in the Report and shall be final and binding on the Parties for all purposes.

  • This Agreement, together with the Public Tender Offer, constitutes the entire agreement of the Parties concerning the object of this Agreement and supersedes all previous agreements or arrangements, negotiations, correspondence, undertakings and communications, oral or in writing.

  • The Public Tender Offer shall be subject to the fulfilment or waiver by Xxxxx & Nephew of the conditions as set forth in the Pre-Announcement.

  • It will be a condition of success of the Public Tender Offer of Shares that the Promising Offeror receives non-revocable acceptances of sale of at least 45.4301% of the shares issued by the Company.

  • InCentive shall not tender any treasury InCentive Shares held by it or any of its subsidiaries under the Public Tender Offer and shall not dispose of any such shares.

  • The price offered under the Public Tender Offer will be determined in accordance with section 2.3 of the InCentive Prospectus (as amended), provided that the adjusted net asset value of InCentive as of the last day of the Offer Period of CHF 115,490,610, as it has been determined by InCentive and confirmed by PricewaterhouseCoopers in the Report, (the "ADJUSTED NAV") shall be final and binding upon the Parties for all purposes.

  • The cost reimbursement is agreed for the sole purpose of compensating InCentive for frustrated actions and negotiation expenses and is not intended in any way whatsoever to coerce Xxxxx & Nephew into completing the Public Tender Offer.


More Definitions of Public Tender Offer

Public Tender Offer means the tender offer for up to 11,500,000 shares of the Borrower's Class A Common Stock as described in the Offer to Purchase dated May 17, 2006.
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Public Tender Offer or “PTO” – means the Public Offer for acquisition of
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Public Tender Offer means the public tender offer launched by Faurecia on 27 September 2021 pursuant to Section 29(1) of the German Takeover Act (Übernahmeangebot) for all shares issued by Hella, which expired on 11 November 2021 with 21,662,359 shares tendered;
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Public Tender Offer shall have the meaning set forth in Section 2.1(a).
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Public Tender Offer a tender offer made by the Borrower to Persons other than Aurora commenced after the First Amendment Effective Date and completed prior to February 29, 2004, for its common stock, in an aggregate amount not to exceed $41,557,000; provided that the aggregate amount of such tender offer may be increased by an amount equal to 69.26% of the UK Asset Sale Retained Amount; provided, further, that the Borrower shall have complied with the provisions of Section 8.6(h) prior to effecting such increase.
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Related to Public Tender Offer

  • Hostile Tender Offer means, with respect to the use of proceeds of any Note, any offer to purchase, or any purchase of, shares of capital stock of any corporation or equity interests in any other entity, or securities convertible into or representing the beneficial ownership of, or rights to acquire, any such shares or equity interests, if such shares, equity interests, securities or rights are of a class which is publicly traded on any securities exchange or in any over-the-counter market, other than purchases of such shares, equity interests, securities or rights representing less than 5% of the equity interests or beneficial ownership of such corporation or other entity for portfolio investment purposes, and such offer or purchase has not been duly approved by the board of directors of such corporation or the equivalent governing body of such other entity prior to the date on which the Company makes the Request for Purchase of such Note.

  • Tender Offer means a takeover offer, tender offer, exchange offer, solicitation, proposal or other event by any entity or person that results in such entity or person purchasing, or otherwise obtaining or having the right to obtain, by conversion or other means, greater than 10 per cent. and less than 100 per cent. of the outstanding voting shares of the Share Company, as determined by the Determination Agent, based upon the making of filings with governmental or self-regulatory agencies or such other information as the Determination Agent deems relevant.

  • Tender Offer Date means, in respect of a Tender Offer, the date on which voting Shares in the amount of the applicable percentage threshold are actually purchased or otherwise obtained (as determined by the Calculation Agent).

  • Mandatory Tender Notice means, in connection with the Mandatory Tender of VRDP Shares, a notice delivered by the Fund or the Tender and Paying Agent on behalf of the Fund to the Holders and the Liquidity Provider specifying a Mandatory Tender Event and Purchase Date.

  • Tender Offer Documents means the documents provided to the holders of the Auction Preferred Shares by or on behalf of the Fund in connection with the Tender Offer.

  • Home solicitation sale means a sale of goods or services of more than $25.00 in which the seller or a person acting for the seller engages in a personal, telephonic, or written solicitation of the sale, the solicitation is received by the buyer at a residence of the buyer, and the buyer's agreement or offer to purchase is there given to the seller or a person acting for the seller. Home solicitation sale does not include any of the following:

  • Consent Solicitation Statement means the consent solicitation statement issued on June 15, 2020 by Odebrecht Engenharia e Construção S.A., among others.

  • Final Offer means the offer on which a resource was dispatched by the Office of the Interconnection for a particular clock hour for the Operating Day. Final RTO Unforced Capacity Obligation:

  • Mandatory Tender Event means (a) each failure by the Fund to make a scheduled payment of dividends on a Dividend Payment Date; (b) the occurrence of a Liquidity Provider Ratings Event (which shall constitute a single Mandatory Tender Event upon the occurrence of such Liquidity Provider Ratings Event, whether or not continuing and whether or not such Liquidity Provider Ratings Event also results in a Mandatory Purchase Event; provided that, a subsequent Liquidity Provider Ratings Event, following restoration of the short-term debt ratings to the requisite level, shall constitute a new Mandatory Tender Event); (c) in the event of a failure by the Fund to pay the Liquidity Provider the applicable fee due in advance under the terms of the VRDP Fee Agreement by seven Business Days prior to the beginning of the month to which such payment relates if the Liquidity Provider (in its sole discretion) thereafter provides written notice to the Fund that such failure to pay such fee constitutes a Mandatory Tender Event; (d) the eighth day prior to the scheduled date of the occurrence of an Extraordinary Corporate Event; (e) the Fund shall have obtained and delivered to the Tender and Paying Agent an Alternate VRDP Purchase Agreement by the fifteenth day prior to the Scheduled Termination Date, Liquidity Provider Ratings Event Termination Date or Related Party Termination Date, as the case may be, of the VRDP Purchase Agreement being replaced; (f) the Fund shall have provided a Notice of Proposed Special Rate Period in accordance with this Statement; or (g) in the event of a breach by the Fund of its Effective Leverage Ratio covenant with the Liquidity Provider in the VRDP Fee Agreement and the failure to cure such breach within 60 days from the date of such breach (which 60-day period would include the Effective Leverage Ratio Cure Period), if the Liquidity Provider (in its sole discretion) thereafter provides written notice to the Fund that the failure to timely cure such breach constitutes a Mandatory Tender Event (subject to the Fund curing such breach prior to the delivery date of such notice from the Liquidity Provider).

  • Request for Tender (RFT means the document(s) containing or referring to the Conditions of Tendering and Contract, the Annexure, Special Conditions of Contract (if any), Northern Territory Procurement Code, Scope of Services, Response Schedules, Drawings or Diagrams (if any) and any other document issued for the purposes of inviting tenders for the Services.

  • Offer Deadline means the exact date and time when no Offer submitted thereafter may be considered or accepted by District.

  • Mandatory Tender with respect to a Mandatory Tender Event, means the mandatory tender of all VRDP Shares by Holders for Remarketing, or, in the event (i) no Remarketing occurs on or before the Purchase Date or (ii) pursuant to an attempted Remarketing, VRDP Shares remain unsold and the Remarketing Agent does not purchase for its own account the unsold VRDP Shares tendered to the Tender and Paying Agent for Remarketing (provided, that the Remarketing Agent may seek to sell such VRDP Shares in a subsequent Remarketing prior to the Purchase Date), for purchase by the Liquidity Provider at the Purchase Price pursuant to Section 2 of Part II of the Articles Supplementary and the VRDP Shares Purchase Agreement.

  • Takeover Offer means an offer in accordance with Section 3.6 for the entire issued share capital of Allergan (other than any Allergan Shares beneficially owned by AbbVie or any member of the AbbVie Group (if any) and any Allergan Shares held by any member of the Allergan Group) including any amendment or revision thereto pursuant to this Agreement, the full terms of which would be set out in the Takeover Offer Document or (as the case may be) any revised offer documents.

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Company or any of its direct or indirect parent companies (excluding Disqualified Stock), other than:

  • Borrower Solicitation of Discounted Prepayment Offers means the solicitation by any Company Party of offers for, and the subsequent acceptance, if any, by a Lender of, a voluntary prepayment of Term Loans at a discount to par pursuant to Section 2.05(a)(v)(D).

  • Public Equity Offering means an underwritten public offering of Qualified Capital Stock of the Company pursuant to a registration statement filed with the Commission in accordance with the Securities Act.

  • Consent Solicitation has the meaning set forth in Section 6.15(b).

  • Change of Control Offer has the meaning provided in Section 4.15.

  • Bidder/Tenderer means the interested Firm/ Company that may provide or provides related goods / services to any of the public/ private sector organization under the contract and have registered for the relevant business thereof.

  • Borrower Solicitation of Discount Range Prepayment Offers means the solicitation by the Borrower of offers for, and the corresponding acceptance by a Term Lender of, a voluntary prepayment of Term Loans at a specified range at a discount to par pursuant to Section 2.09(a)(ii)(C).

  • Permitted Offer means a tender offer or an exchange offer for all outstanding Common Shares of the Company determined by the Board of Directors of the Company, after receiving such advice as it deems necessary and giving due consideration to all relevant factors, to be in the best interests of the Company and its stockholders.

  • Change of Control Notice means notice of a Change of Control Offer made pursuant to Section 3.8, which shall be mailed first-class, postage prepaid, to each record Holder as shown on the Note Register within 30 days following the date upon which a Change of Control occurred, with a copy to the Trustee, which notice shall govern the terms of the Change of Control Offer and shall state:

  • Initial Offer means the initial offer of Participating Shares in a Fund as set out in the applicable Supplement;

  • Tender Notice means the Tender Notice set out in Part 1 of this TenderDocument;

  • Bid/Tender means the Techno Commercial and the Price Bid submitted by the Bidder along with all documents/credentials/attachments, formats, etc., in response to this Bid Document, in accordance with the terms and conditions hereof.