Common use of Announcement Event Clause in Contracts

Announcement Event. The public announcement by the Issuer, any affiliate or agent of the Issuer or any Valid Third-Party Entity, in each case, that has a material effect on the Shares and/or options relating to the Shares of (x) any transaction or event that, if completed, would constitute a Merger Event or Tender Offer, (y) any potential acquisition or disposition by Issuer and/or its subsidiaries where the aggregate consideration exceeds 15% of the market capitalization of Issuer as of the date of such announcement (an “Acquisition Transaction”) or (z) the intention to enter into a Merger Event or Tender Offer or an Acquisition Transaction, (ii) the public announcement by Issuer of an intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, a Merger Event or Tender Offer or an Acquisition Transaction or (iii) any subsequent public announcement by the Issuer, any affiliate or agent of the Issuer or any Valid Third-Party Entity, as the case may be, of a change to a transaction or intention that is the

Appears in 2 contracts

Samples: Additional Call Option Transaction (Pioneer Natural Resources Co), Base Call Option Transaction (Pioneer Natural Resources Co)

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Announcement Event. The public announcement by the Issuer, any affiliate or agent of the Issuer or any Valid Third-Party Entity, in each case, that has a material effect on the Shares and/or options relating to the Shares of (x) any transaction or event that, if completed, would constitute a Merger Event or Tender Offer, (y) any potential acquisition or disposition by Issuer and/or its subsidiaries where the aggregate consideration exceeds 15% of the market capitalization of Issuer as of the date of such announcement (an “Acquisition Transaction”) or (z) the intention to enter into a Merger Event or Tender Offer or an Acquisition Transaction, (ii) the public announcement by Issuer of an intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, a Merger Event or Tender Offer or an Acquisition Transaction or (iii) any subsequent public announcement by the Issuer, any affiliate or agent of the Issuer or any Valid Third-Party Entity, as the case may be, of a change to a transaction or intention that is thethe subject of an announcement of the type described in clause (i) or (ii) of this sentence (including, without

Appears in 2 contracts

Samples: Base Call Option Transaction (Pioneer Natural Resources Co), Additional Call Option Transaction (Pioneer Natural Resources Co)

Announcement Event. The public announcement by the Issuer, any affiliate or of Issuer, any agent of the Issuer or any Valid Third-Party Entity, in each case, that has a material effect on the Shares and/or options relating to the Shares Entity of (x) an Announcement Date in respect of a Merger Event or Tender Offer or any transaction or event or series of transactions and/or events that, if completed, would constitute a Merger Event or Tender Offer, (y) any potential acquisition or disposition by Issuer and/or its subsidiaries where the aggregate consideration exceeds 1535% of the market capitalization of Issuer as of the date of such announcement (an “Acquisition Transaction”) or (z) the intention to enter into a Merger Event or Tender Offer or an Acquisition Transaction, (ii) the public announcement by Issuer of an intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, a Merger Event or Tender Offer or an Acquisition Transaction or (iii) any subsequent public announcement by the Issuer, any affiliate or agent of the Issuer or any Valid Third-Party Entity, as the case may be, of a change to a transaction or intention that is theTender

Appears in 1 contract

Samples: Call Option Transaction (Super Micro Computer, Inc.)

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Announcement Event. The public announcement by the Issuer, any affiliate or agent of the Issuer Issuer, or any Valid Third-Third Party Entity, in each case, that has a material effect on the Shares and/or options relating to the Shares Entity of (x) any transaction or event that, if completed, would constitute a Merger Event or Tender Offer, (y) any potential acquisition or disposition by Issuer and/or its subsidiaries where the aggregate consideration exceeds 1530% of the market capitalization of Issuer as of the date of such announcement (an “Acquisition Transaction”) or (z) the intention to enter into engage in a transaction (whether or not subsequently amended) that, if completed, would lead to a Merger Event Event, the intention to purchase or otherwise obtain the requisite number of Shares (whether or not subsequently amended) that if completed, would lead to a Tender Offer or the intention to engage in a transaction (whether or not subsequently amended) that, if completed, would lead to an Acquisition Transaction, (ii) the public announcement by Issuer of an intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, a Merger Event or Tender Offer or an Acquisition Transaction or (iii) any subsequent public announcement by the Issuer, any affiliate or agent of the Issuer or any Valid Third-Party Entity, as the case may be, of a change to a transaction or intention that is theany

Appears in 1 contract

Samples: Call Option Transaction (Under Armour, Inc.)

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