Acquisition of Control definition

Acquisition of Control means (i) attaining ownership of 25% or more of the shares of voting stock of the Company by any person or group (other than a person or group including Executive or with whom or which Executive is affiliated), or (ii) the occurrence of a "change of control" required to be described under the proxy disclosure rules of the Securities and Exchange Commission.
Acquisition of Control means: (i) any person (including a Group), without the approval of a majority of the Incumbent Directors, becoming the Beneficial Owner of, or acquiring the power to direct the exercise of voting power with respect to, directly or indirectly, securities which represent thirty percent (30%) or more of the combined voting power of the Company's outstanding securities thereafter, whether or not some portion of such securities was owned by such person (or by any member of such Group) prior thereto; provided, however, that this provision shall not apply to acquisitions by a director, executive officer or their affiliates if such person had such status on January 29, 1998; or (ii) the Incumbent Directors cease at any time to constitute a majority of the Board of Directors, whether of (A) the Company or (B) after any cash tender offer or exchange offer, merger, consolidation or other business combination, recapitalization of the Company, sale, liquidation or dissolution (or adoption of a plan for liquidation or dissolution), or any combination of any or all of the foregoing transactions, including but not limited to a series of such transactions, any successor to the Company; provided, however, an Acquisition of Control shall not be deemed to have occurred with respect to the Employee if the action of the Employee was voluntary and would have been sufficient, without the action of others, to constitute an Acquisition of Control.
Acquisition of Control means, in relation to the Company, that a person who held less than 30% (thirty per cent) of the issued Ordinary Shares on the Tax Reference Date, acquires such a number of Ordinary Shares as brings its holdings of the Ordinary Shares to 51% (fifty one per cent) or more of the issued Ordinary Shares;

Examples of Acquisition of Control in a sentence

  • Notwithstanding anything contained in this Agreement to the contrary and while Executive shall become a participant in a nonqualified supplemental retirement plan ("Vectren SERP"), the Vectren Transaction (as defined in Section 3(f) of this Agreement) shall not be deemed to be an Acquisition of Control for purposes of determining the Executive benefits, if any, under the Vectren SERP.

  • Shareholder Vote and Regulatory Approval Required for Acquisition of Control at any Time.

  • Acquisition of Control of Additional Banks or Bank Holding Company.

  • Defendants’ documents and business practices illustrate that they have long recognized hop-on, hop-off bus tours in New York City to be a distinct market and do not view other types of tours as a significant constraint, a view shared by numerous other New York City sightseeing tours and attractions.4 Stagecoach Group PLC and Coach USA, Inc., et al., Acquisition of Control – Twin America LLC, STB Docket No. MC-F-21035 (Feb.

  • E7–24589 Filed 12–18–07; 8:45 am]BILLING CODE 4915–01–P DEPARTMENT OF TRANSPORTATIONSurface Transportation Board[STB Finance Docket No. 35108] Permian Basin Railways, Inc.— Acquisition of Control Exemption— Mount Hood RailroadPermian Basin Railways, Inc.


More Definitions of Acquisition of Control

Acquisition of Control means: (i) upon the sale or other disposition to a person, entity or "group" as defined in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (other than the Executive or a group which includes the Executive), of shares of the Company having 45% or more of the total number of votes that may be cast for the election of Directors of the Company; and (ii) stockholder approval of a transaction for the acquisition of the Company, or substantially all of its assets, by another entity or through a merger reorganization, consolidation or other business combination to which the Company is a party.
Acquisition of Control means any transaction whereby a person
Acquisition of Control means, in respect of any Person, such Person becoming the beneficial owner, directly or indirectly, of Voting Shares which carry more than 50% of the combined voting powers of the outstanding Voting Shares;
Acquisition of Control means: (i) any person, including a group or entity, becoming the beneficial owner of, or acquiring the power to direct the exercise of voting power with respect to, directly or indirectly securities which represent fifty percent (50%) or more of the combined voting power of the Company's outstanding securities thereafter (an "Acquiring Person"); or (ii) the Incumbent Directors cease at any time to constitute a majority of the Board of Directors of the Company; or (iii) the stockholders of Twinlab approve a merger or consolidation of Twinlab with any other corporation, other than a merger or consolidation which would result in the voting securities of Twinlab immediately prior to the merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving or parent entity) 50% or more of the combined voting power of the voting securities of any new company or surviving or parent entity outstanding immediately after such merger or consolidation; or (iv) the stockholders of the Company approve an agreement for the sale or disposition by the Company of all or substantially all of the Company's assets (or any transaction having a similar effect).
Acquisition of Control means a first Company's acquisition of control over a second Company (excluding cases where the first Company and the second Company are Under Common Control; the same applies hereafter in this item) or the second Company's business;
Acquisition of Control has the meaning ascribed thereto in the ITA;
Acquisition of Control means: