Acquisition Issue definition

Acquisition Issue means an issue of securities in consideration for an acquisition of assets which does not include the extinguishing of a liability, obligation or commitment, and includes an issue of securities for an acquisition of, or merger with, another company in consideration for the securities of that other company;
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Acquisition Issue means the issuance by the Company of approximately 4,210,526 of its Common Shares to the Vendor (or, at its order, to the Banks, their Affiliates or the Vendor's Affiliates) in connection with the Acquisition;
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Acquisition Issue means any of the following: (i) with respect to Chesxxx, (X) the lack of certificates of occupancy for the Shopping Center or any tenant therein; (B) a violation of the current parking variances; or (C) either (x) the failure of Ramco to comply with or otherwise satisfy the provisions of Section 30(q) of the Initial Acquisition Properties Contract for Chesxxx xx (y) if the remediation work required by Section 30(q) (the "Remediation Work") is not covered by insurance in whole or in part or if the insurance proceeds received or to be received by Ramco or the Project Entity are insufficient to complete the Remediation Work, Ramco's failure to post
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Examples of Acquisition Issue in a sentence

  • The Directors are of the opinion that the working capital available to the Fairvest Group is sufficient for the Fairvest Group’s present working capital requirements and will, post-implementation of the Acquisition and the Acquisition Issue, be adequate for at least 12 months from the date of issue of this Circular.

  • Due to the nature of the consolidated pro forma statement of financial position, it may not give a fair reflection of the financial position of Fairvest after the Acquisition and the Acquisition Issue.

  • Having adjusted for the 40:1 share consolidation of the Company completed on 27 March 2021 (“Share Consolidation”), the adjusted ZioNext Acquisition Issue Price is S$0.020 and the adjusted Conversion Price is S$0.14.

  • The pro forma financial effects have been presented for illustrative purposes only and, because of their nature, may not give a fair reflection of the Company’s financial position post the adjustments set out in Annexure 1, including the implementation of the Acquisition and the Acquisition Issue.

  • Complaint Register Number Table 8 - Grievances About Land Acquisition Issue, Elaborate The Actions And Their StatusAddition to abovementioned channels and methods, individuals/groups/institutions who wish to submit grievance or give feedback can reach out Community Liaison Officers (CLOs) at all times.

  • Airport – Review/Discussion of Airport Item Moved by Videto, supported by Mahoney to go into Closed Session with their Attorney to Discuss a Property Acquisition Issue.

  • It is anticipated that 167 873 970 Ordinary Linked Units are to be issued in terms of the Acquisition Issue, based on an anticipated Effective Date of 1 January 2014.

  • The table below summarises the consolidated pro forma financial effects of the Acquisition and the Acquisition Issue on the Company, based on the audited statement of financial position of Fairvest at 30 June 2013 and on the assumption that, for calculating the NAV value per Linked Unit and TNAV per Linked Unit, the Acquisition and the Acquisition Issue were effected on 30 June 2013.

  • At the General Meeting, Shareholders approved each of the following resolutions: Change in scale: the Company changing the scale of its activities as a result of the Acquisition; Issue of Consideration Options: the issue of Options as consideration for the Acquisition, being the issue of 30,000,000 Options to Century Bull (or its nominees) under the Consideration Offer; Public Offer: the issue of 34,333,333 Shares under the Public Offer.

  • The Revised Listing Particulars have been prepared on the assumption that the resolutions proposed in the Notice of General Meeting will be passed at the General Meeting of Linked Unitholders to be held at 10h00 on Tuesday, 24 December 2013, and that the Acquisition and the Acquisition Issue detailed in the Circular will be implemented.


More Definitions of Acquisition Issue

Acquisition Issue the issue of Shares by Topco to a third party as consideration for the acquisition of shares and/or assets by the Group;
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Acquisition Issue means a New Issue to one or more third parties on bona fide arm’s length terms in consideration, in whole or in part, for an acquisition by a Group Company of shares, assets, businesses or undertakings owned by those third parties, on terms approved by the Shareholder Majority;
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Acquisition Issue means the issue of whether and to what extent Ryder Limited benefited from a lower acquisition price for Hill Hire Limited as a result of the Infringement and the impact (if any) on the damages payable to Ryder as a result.
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Acquisition Issue means any issue of Equity Securities to one or more third parties on bona fide arm's length terms in connection with an acquisition from such parties of any shares, securities, assets, undertaking or business where Equity Securities are being issued to such third parties in payment (whether wholly or in part) for the purposes of funding such acquisition;
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Related to Acquisition Issue

  • 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.

  • Acquisition Inquiry means an inquiry, indication of interest or request for information (other than an inquiry, indication of interest or request for information made or submitted by Parent) that could reasonably be expected to lead to an Acquisition Proposal.

  • Proposed Acquisition means the proposed acquisition by the Borrower or any of its Subsidiaries of all or substantially all of the assets or Stock of any Proposed Acquisition Target, or the merger of any Proposed Acquisition Target with or into the Borrower or any Subsidiary of the Borrower (and, in the case of a merger with the Borrower, with the Borrower being the surviving corporation).

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

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

  • Dividend Reinvestment Acquisition means an acquisition of Voting Shares of any class pursuant to a Dividend Reinvestment Plan;

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • 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.

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • Acquisition Notice has the meaning set forth in Section 2.5(a).

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

  • Parent Acquisition Proposal means any offer or proposal for a merger, reorganization, recapitalization, consolidation, share exchange, business combination or other similar transaction involving Parent or any of its Subsidiaries or any proposal or offer to acquire, directly or indirectly, securities representing more than 20% of the voting power of Parent or more than 20% of the assets of Parent and its Subsidiaries taken as a whole, other than the Combination contemplated by this Agreement.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Restructuring Date means the date on which a Restructuring is legally effective in accordance with the terms of the documentation governing such Restructuring.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

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

  • Acquisition Debt means any Indebtedness incurred by the Borrower or any of its Subsidiaries for the purpose of financing, in whole or in part, a Material Acquisition and any related transactions or series of related transactions (including for the purpose of refinancing or replacing all or a portion of any pre-existing Indebtedness of the Borrower, any of its Subsidiaries or the person(s) or assets to be acquired); provided that (a) the release of the proceeds of such Indebtedness to the Borrower and/or its Subsidiaries is contingent upon the consummation of such Material Acquisition and, pending such release, such proceeds are held in escrow (and, if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such acquisition is terminated prior to the consummation of such Material Acquisition or if such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness, such proceeds shall be promptly applied to satisfy and discharge all obligations of the Borrower and/or its Subsidiaries in respect of such Indebtedness) or (b) such Indebtedness contains a “special mandatory redemption” provision (or other similar provision) or otherwise permits such Indebtedness to be redeemed or prepaid if such Material Acquisition is not consummated by the date specified in the definitive documentation relating to such Indebtedness (and if the definitive agreement (or, in the case of a tender offer or similar transaction, the definitive offer document) for such Material Acquisition is terminated in accordance with its terms prior to the consummation of such Material Acquisition or such Material Acquisition is otherwise not consummated by the date specified in the definitive documentation relating to such Indebtedness, such Indebtedness is so redeemed or prepaid within 90 days of such termination or such specified date, as the case may be).

  • 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.

  • Acquisition Proposal has the meaning set forth in Section 5.03(a).

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

  • Superior Acquisition Proposal means a bona fide Acquisition Proposal made by a third party for one or more of the McNeil Partnerships which the general partner of each such McNeil Partnership determines in good faith to be more favorable to the limited partners of such McNeil Partnership from a financial point of view than the Mergers and the other transactions contemplated by this Agreement with respect to such McNeil Partnership, and which such general partner determines in good faith is reasonably likely to be consummated.

  • Unfriendly Acquisition any acquisition that has not, at the time of the first public announcement of an offer relating thereto, been approved by the board of directors (or other legally recognized governing body) of the Person to be acquired; except that with respect to any acquisition of a non-U.S. Person, an otherwise friendly acquisition shall not be deemed to be unfriendly if it is not customary in such jurisdiction to obtain such approval prior to the first public announcement of an offer relating to a friendly acquisition.

  • 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.

  • Significant Acquisition means the acquisition (in one or a series of related transactions) of all or substantially all of the assets or Equity Interests of a Person or any division, line of business or business unit of a Person for an aggregate consideration in excess of $450,000,000.

  • 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);

  • 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.