Acquisition Holdco definition

Acquisition Holdco shall have the meaning set forth in the Stockholders Agreement.
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Acquisition Holdco means any direct or indirect parent entity of an Acquiror or of the surviving entity (including a Purchaser of Control) following a Merger Exit, the majority of whose value (which, for purposes of the definition of “Compliant Change of Control Transaction,” shall be determined as of the effective date of the Merger Exit) consists of the Shares or assets of the Company and/or the Company’s subsidiaries.
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Acquisition Holdco means Atlantic Path 15 Transmission, LLC (formerly known as Harbor Transmission, LLC), a Delaware limited liability company, and a Wholly-Owned Subsidiary of Harbor Capital and an Unrestricted Subsidiary.
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Examples of Acquisition Holdco in a sentence

  • As a consequence of Holdco’s acquisition of Units in the Partnership from Acquisition, Holdco will succeed to a portion of the Capital Account of Acquisition, with such portion equal to the Capital Account of Holdco prior to such acquisition multiplied by the Percentage Interest of Holdco.

  • In August 2020, the Company issued to Altitude Acquisition Holdco LLC (the “Sponsor”), for an aggregate consideration of $25,000, 8,625,000 shares of the Company’s Class B common stock, par value $0.0001 per share (the “Founder Shares”), in a private placement exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”).

  • To the extent Holdings is required to prepay any of the senior secured notes (the “Senior Secured Notes”) issued to funds affiliated with or managed by the Commitment Letter Parties pursuant to the Commitment Letter, because Holdings or its subsidiaries (other than SGH Acquisition Holdco, Inc.

  • That certain Purchase and Sale Agreement by and among Aleris Corporation, Aleris International, Inc., Aleris Holding Canada Limited, Aleris Aluminum Netherlands B.V., Aleris Deutschland Holding GmbH, Dutch Aluminum C.V., Aleris Deutschland Vier GmbH Co KG, SGH Acquisition Holdco, Inc., Evergreen Holding Germany GmBH and Signature Group Holdings, Inc.

  • On April 27, 2007, in connection with the closing of the Acquisition, Holdco I entered into a supplemental bond indenture with Invitel Holdings as issuer and the Bank of New York as trustee relating to the PIK Notes issued by Invitel Holdings on October 30, 2006 (the “PIK Indenture”).

  • Arizona RS Acquisition Holdco, LLC 100% Risk Services (Bermuda) Ltd.

  • When the Company has delivered an Eligible Subsidiary Request complying with Section 2.17(a)(i) and an Election to Participate complying with Section 2.17(a)(ii), and the Required Lenders have executed such Election to Participate, the designated Acquisition Holdco shall thereupon be an Eligible Subsidiary for all purposes hereunder, and the Administrative Agent shall promptly notify the Company and the Lenders to such effect.

  • Bermuda RS Acquisition Holdco, LLC 100% Risk Services (Hawaii) Ltd.

  • The Company hereby agrees to deliver that certain Perfection Certificate, dated as of the date hereof, for (i) Pixel Acquisition Holdco LLC and (ii) Merton AMW Healthcare Holdco LLC.

  • Bermuda RS Acquisition Holdco, LLC 100 % Risk Services (Hawaii) Ltd.


More Definitions of Acquisition Holdco

Acquisition Holdco means UKHC or any other Wholly Owned Foreign Subsidiary of the Company which, (i) as a result of one or more Specified Acquisitions or other Investments permitted hereunder, directly owns (or, after giving effect to any such Specified Acquisition or other Investment, will directly own) Capital Stock of one or more Foreign Operating Companies, and (ii) does not (and will not, after giving effect to any Specified Acquisition or other Investment hereunder) own any other assets, and "ACQUISITION HOLDCOS" means all of the foregoing.
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Acquisition Holdco. The definition of Acquisition Holdco in the Credit Agreement is hereby amended to read in its entirety as follows:
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Related to Acquisition Holdco

  • Acquisition Subsidiary shall have the meaning set forth in the Preamble.

  • Holdco has the meaning set forth in the Preamble.

  • 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.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Acquisition Corp. shall have the meaning given to such term in the preamble to this Agreement.

  • CFC Holdco means any Domestic Subsidiary that has no material assets other than Equity Interests of one or more Foreign Subsidiaries that are CFCs.

  • 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) of any other Person.

  • US Holdco means, notwithstanding anything in the Indenture to the contrary, Brookfield Infrastructure US Holdings I Corporation; and

  • New Holdco means the direct or indirect Subsidiary of the Ultimate Parent following the Post-Closing Reorganizations.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Holding Company Transaction means the occurrence of (a) any transaction (including, without limitation, any acquisition, merger or consolidation) the result of which is that a “person” or “group” within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended, (i) becomes the direct or indirect ultimate “beneficial owner,” as defined in Rule 13d-3 under that Act, of common equity of the Issuer representing more than 50% of the voting power of the outstanding Common Stock or (ii) is otherwise required to consolidate the Issuer for purposes of generally accepted accounting principles in the United States, or (b) any consolidation or merger of the Issuer or similar transaction or any sale, lease or other transfer in one transaction or a series of related transactions of all or substantially all of the consolidated assets of the Issuer and its subsidiaries, taken as a whole, to any Person other than one of the Issuer’s subsidiaries; provided that, in the case of either clause (a) or (b), the Issuer or the Acquiror is or becomes a Bank Holding Company or Savings and Loan Holding Company.

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.

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

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • AcquisitionCo means Diebold Holding Germany Incorporated & Co. KGaA a German partnership limited by shares (Kommanditgesellschaft auf Aktien - KGaA) that is a Wholly Owned Restricted Subsidiary of the Company and whose general partner is the Company.

  • Shares 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; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Share Acquisition Date means the first date of public announcement by the Company (by press release, filing made with the Securities and Exchange Commission or otherwise) that an Acquiring Person has become such.

  • Business Acquisition means (a) an Investment by the Borrower or any Restricted Subsidiary in any other Person pursuant to which such Person shall become a Subsidiary or shall be merged into or consolidated with the Borrower or any Restricted Subsidiary or (b) an acquisition by the Borrower or any Restricted Subsidiary of the property and assets of any Person (other than a Subsidiary) that constitutes substantially all of the assets of such Person or any division or other business unit of such Person.

  • Blocker has the meaning set forth in the preamble.

  • 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.

  • MLP has the meaning given such term in the introduction to this Agreement.

  • Topco has the meaning set out in the Preamble;

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

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • Foreign Subsidiary Holdco means any Restricted Subsidiary which is organized under the laws of the United States (as defined for purposes of Section 956 of the Code) that has no material assets other than the Capital Stock and, if any, Indebtedness of (1) one or more Foreign Subsidiaries that are “controlled foreign corporations” as defined by Section 957 of the Code or (2) any other Foreign Subsidiary Holdco.