Accretive Acquisition definition

Accretive Acquisition means any transaction or series of related transactions, consummated on or after the Effective Date, by which the Borrower or any Subsidiary thereof (i) acquires all or substantially all of the assets of any Person or any going business, division thereof or line of business, whether through purchase of assets, merger or otherwise, or (ii) acquires Equity Interests of any Person having at least a majority of combined voting power of the then outstanding Equity Interests of such Person; provided that the Consolidated EBITDA of the Borrower and its Subsidiaries for the relevant period prior to the closing of such Accretive Acquisition, after giving effect to such Accretive Acquisition on a pro forma basis, is greater than the Consolidated EBITDA of the Borrower and its Subsidiaries for such period without giving effect to such Accretive Acquisition on a pro forma basis, as determined in good faith by the Borrower.
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Accretive Acquisition means any transaction or series of related transactions, consummated on or after the Closing Date, by which the Company or any Subsidiary thereof (a) acquires all or substantially all of the assets of any Person or any going business, division thereof or line of business, whether through purchase of assets, merger or otherwise, or (b) acquires Equity Interests of any Person having at least a majority of combined voting power of the then outstanding Equity Interests of such Person; provided that the Consolidated EBITDA of Parent, Holdings, the Company and its Subsidiaries for the relevant period prior to the closing of such Accretive Acquisition, after giving effect to such Accretive Acquisition on a pro forma basis, is greater than the Consolidated EBITDA of Parent, Holdings, the Company and its Subsidiaries for such period without giving effect to such Accretive Acquisition on a pro forma basis, as determined in good faith by the Company.
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Accretive Acquisition means an acquisition (by purchase, merger or otherwise) of another business by the Company in which the (i) the persons controlling the Company prior to such transaction will continue to control the Company after such transaction, (ii) the Company’s projected earnings per share immediately after the consummation of such transaction will be greater than the Company’s actual earnings per share immediately before the consummation of such transaction, and (iii) the acquired business is strategically within the lines of business of the Company or is a reasonable expansion of the Company’s then existing lines of business or is otherwise a business approved for acquisition by the Holder. The determination of whether or not any such transaction is deemed an Accretive Acquisition within the foregoing requirements for purposes of this Warrant shall be made by the Holder in its reasonable discretion on the basis of such evidence.
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Examples of Accretive Acquisition in a sentence

  • Accretive Acquisition, which Increases REIT’s Size, Market Capitalisation, Free Float and Liquidity Following the Proposed Acquisition, Elite Commercial REIT will see a 66.6% increase in the REIT’s valuations, from £319.1 million to £531.6 million.

  • The determination of whether or not any such transaction is deemed an Accretive Acquisition within the foregoing requirements for purposes of this Warrant shall be made by the Holder in its reasonable discretion on the basis of such evidence.

  • Notwithstanding Section 3.1, the Warrant Shares and the Warrant Price shall not be adjusted by reason of any issuance of any shares of Common Stock of the Company to third parties in connection with an Accretive Acquisition (as hereinafter defined) made with the consent of the Holder.

  • The REIT Manager believes that the key benefits of the Acquisition are that: (1) Yield Accretive Acquisition The Acquisition is expected to be yield accretive and improve the earnings of Prosperity REIT and DPU to existing Unitholders.

  • Reinsurer shall be liable for any and all assessments and premium taxes based upon and measured by the amount of premium income attributable to the Policies in respect to such premiums due on and following the Effective Date and received by Reinsurer that become payable on account of such Policies by any state, county, parish, or municipal authority.

  • Alignment with KIT’s investment strategy:Proposed DPU Yield Accretive Acquisition of Ixom✓ Long-term stable cash flows with potential growth✓ Provides key products and fundamental services✓ Strong and stable business sectors✓ Significant scale with large infrastructure network Merits of the Proposed Acquisition Enterprise Value (EV) & Proposed Funding▪ EV: A$1,100 million (approx.

  • Accretive Acquisition • Adds Class A, e-commerce-focused assets, which are 83% leased to investment grade tenants for a weighted average lease term of approximately 8.0 years.

  • The Company warrants that ownership of current shareholders of NGFF, who after the execution of this Agreement would become minority shareholders, will not go below 5% of the total stock outstanding of the Company for a period of six months after the Super Form 8-K that is required to be filed with the SEC by the Company at the end of the two year audits of Quest is filed, unless as a result of an Accretive Acquisition.

  • Release #HET 02-0500Harrah’s Entertainment Reports Record Fourth-Quarter, Full-Year Results;Same-Store Sales Growth, Accretive Acquisition Drive RecordsLAS VEGAS, February 2, 2005 – Harrah’s Entertainment, Inc.

  • REASONS FOR AND BENEFITS OF THE TRANSACTION Yield Accretive Acquisition The Acquisition is expected to be yield accretive and improve the earnings of Prosperity REIT and DPU to existing Unitholders.


More Definitions of Accretive Acquisition

Accretive Acquisition means any transaction or series of related transactions, consummated on or after the Effective Date, by which Parent or any Subsidiary thereof (i) acquires all or substantially all of the assets of any Person or any going business, division thereof or line of business, whether through purchase of assets, merger or otherwise, or (ii) acquires Equity Interests of any Person having at least a majority of combined voting power of the then outstanding Equity Interests of such Person; provided that the Consolidated EBITDA of Parent and its Subsidiaries for the Measurement Period ending on the last day of the most recently ended fiscal quarter of Parent prior to the closing of such Accretive Acquisition for which financial statements have been delivered, or for which such financial statements were required to have been delivered, pursuant to Section 5.1 after giving Pro Forma Effect to such Accretive Acquisition is greater than the Consolidated EBITDA of Parent and its Subsidiaries for such Measurement Period without giving Pro Forma Effect to such Accretive Acquisition.
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Accretive Acquisition means that the pro forma (post-deal) net income per Unit is forecast as higher than the REIT's (pre-deal) net income per Unit.
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Accretive Acquisition means an acquisition of a real property asset (and any business or undertaking connected with such real property asset) or shares (or other equivalent ownership interests) in any person which owns any such real property asset (and/or connected business or undertaking) in the ordinary course of the property investment business of the Group made on an arm’s length basis. Acquisition means the acquisition of the Shares by the Company pursuant to a Scheme. Acquisition Costs means all fees, costs and expenses, stamp, registration and other Taxes incurred by the Company or any other member of the Group in connection with the Acquisition (including the financing of the Acquisition), the Acquisition Documents or the Finance Documents.
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Accretive Acquisition means any transaction or series of related transactions, consummated on or after the Effective Date, by which the Borrower or any Subsidiary thereof (i) acquires all or substantially all of the assets of any Person or any going business, division thereof or line of business, whether through purchase of assets, merger or otherwise, or (ii) acquires Equity Interests of any Person having at least a majority of combined voting power of the then outstanding Equity Interests of such Person; provided that the Consolidated EBITDA of the Borrower and its Subsidiaries for the Measurement Period ending on the last day of the most recently ended fiscal quarter of the Borrower prior to the closing of such Accretive Acquisition for which financial statements have been delivered, or for which such financial statements were required to have been delivered, pursuant to Section 6.1 after giving Pro Forma Effect to such Accretive Acquisition is greater than the Consolidated EBITDA of the Borrower and its Subsidiaries for such Measurement Period without giving Pro Forma Effect to such Accretive Acquisition.
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Related to Accretive Acquisition

  • Transformative Acquisition means any acquisition or Investment by the Borrower or any Restricted Subsidiary that is either (a) not permitted by the terms of this Agreement immediately prior to the consummation of such acquisition or Investment or (b) if permitted by the terms of this Agreement immediately prior to the consummation of such acquisition or Investment, would not provide the Borrower and its Restricted Subsidiaries with adequate flexibility under this Agreement for the continuation and/or expansion of their combined operations following such consummation, as determined by the Borrower acting in good faith.

  • 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.

  • Company Acquisition means (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which the stockholders of the Company immediately preceding such transaction hold less than fifty percent (50%) 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 fifty percent (50%) 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 fifty percent (50%) of the voting power of the then outstanding shares of capital stock of the Company.

  • Share 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) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

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

  • Acquisition means (a) the purchase or other acquisition by a Person or its Subsidiaries of all or substantially all of the assets of (or any division or business line of) any other Person, or (b) the purchase or other acquisition (whether by means of a merger, consolidation, or otherwise) by a Person or its Subsidiaries of all or substantially all of the Equity Interests of any other Person.

  • Control share acquisition means, subject to specified exceptions, the acquisition, directly or indirectly, by any person of ownership of, or the power to direct the exercise of voting power with respect to, issued and outstanding control shares. For the purposes of determining whether an acquisition constitutes a control share acquisition, shares acquired within 90 days or under a plan to make a control share acquisition are considered to have been acquired in the same acquisition. “Issuing public corporation” means a corporation which has (i) 100 or more shareholders, (ii) its principal place of business or its principal office in Indiana, or that owns or controls assets within Indiana having a fair market value of greater than $1,000,000, and (iii) (A) more than 10% of its shareholders resident in Indiana, (B) more than 10% of its shares owned of record or owned beneficially by Indiana residents, or (C) 1,000 shareholders resident in Indiana.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • Business Acquisition means the acquisition of a company or any shares or securities or a business or undertaking (or, in each case, any interest in any of them) or the incorporation of a company.

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

  • Stock Acquisition means the purchase or other acquisition by Borrower or any of its Subsidiaries of all of the Equity Interests (by merger, stock purchase or otherwise) in any other Person.

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

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

  • Stock 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.

  • 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);

  • Company Acquisition Proposal means any proposal for a merger or other business combination involving the Company or the acquisition of any equity interest in, or a substantial portion of the assets of, the Company, other than the transactions contemplated by this Agreement.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • 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.

  • Permitted Business Acquisition means any acquisition of all or substantially all the assets of, or all or substantially all the Equity Interests (other than directors’ qualifying shares) not previously held by the Borrower and its Subsidiaries in, or merger, consolidation or amalgamation with, a person or division or line of business of a person (or any subsequent investment made in a person or division or line of business previously acquired in a Permitted Business Acquisition), if immediately after giving effect thereto: (i) no Event of Default under clause (b), (c), (h) or (i) of Section 7.01 shall have occurred and be continuing or would result therefrom, provided, however, that with respect to a proposed acquisition pursuant to an executed acquisition agreement, at the option of the Borrower, the determination of whether such an Event of Default shall exist shall be made solely at the time of the execution of the acquisition agreement related to such Permitted Business Acquisition; (ii) all transactions related thereto shall be consummated in accordance with applicable laws; (iii) with respect to any such acquisition or investment with cash consideration in excess of $50,000,000, the Borrower shall be in Pro Forma Compliance immediately after giving effect to such acquisition or investment and any related transaction; (iv) any acquired or newly formed Subsidiary shall not be liable for any Indebtedness except for Indebtedness permitted by Section 6.01; (v) to the extent required by Section 5.10, any person acquired in such acquisition, if acquired by the Borrower or a Domestic Subsidiary, shall be merged into the Borrower or a Subsidiary Loan Party or become upon consummation of such acquisition a Subsidiary Loan Party; and (vi) the aggregate cash consideration in respect of such acquisitions and investments in assets that are not owned by the Borrower or Subsidiary Loan Parties or in Equity Interests of persons that are not Subsidiary Loan Parties or do not become Subsidiary Loan Parties, in each case upon consummation of such acquisition, shall not exceed the greater of (x) $150,000,000 and (y) 0.05 times the EBITDA calculated on a Pro Forma Basis for the then most recently ended Test Period (excluding for purposes of the calculation in this clause (vi), (A) any such assets or Equity Interests that are no longer owned by the Borrower or any of its Subsidiaries and (B) acquisitions and investments made at a time when, immediately after giving effect thereto, the Net Total Leverage Ratio on a Pro Forma Basis would not exceed 3.15 to 1.00, which acquisitions and investments shall be permitted under this clause (vi) without regard to such calculation).

  • Permitted Acquisition means any acquisition by Borrower or any of its wholly-owned Subsidiaries, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all of the Equity Interests of, or a business line or unit or a division of, any Person; provided that:

  • 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.

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

  • date of acquisition means the date of acquisition required for accounting purposes;

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