Approved Acquisitions means the Company acquires, directly or indirectly (i) through any sale, lease, license, assignment, transfer, conveyance or other disposition all or substantially all of the assets of another Person in one or a series of related transactions or (ii) in one or more related transactions (including, without limitation, through a merger or series of mergers) more than 50% of the voting securities of another Person, where any such acquisition is approved by the holders of at least 51% in principal amount of the then outstanding Senior Secured Convertible Debentures.
Approved Acquisitions means the Company acquires, directly or indirectly (i) through any sale, lease, license, assignment, transfer, conveyance or other disposition all or substantially all of the assets of another Person in one or a series of related transactions or (ii) in one or more related transactions (including, without limitation, through a merger or series of mergers) more than 50% of the voting securities of another Person, where any such acquisition is approved by the holders of at least 51% in Principal Amount of the then outstanding Debentures.
Approved Acquisitions means (a) the Otonomo Acquisition provided that the Otonomo Acquisition Documentation is not amended, restated, supplemented, or otherwise modified and no provision of the Otonomo Acquisition Documentation is waived (whether directly or indirectly), in each case, in any manner that is adverse to Agent or Lenders in any respect and (ii) the Otonomo Acquisition occurs by December 31, 2023, and (b) any other acquisition by Borrowers (or a Subsidiary) after the Restatement Date of all or substantially all of the assets, or a majority of the capital stock (or membership interests) of, or an exclusive license or right to use the Intellectual Property or other assets of, a non-affiliated entity (the “New Target”), where all of the following criteria are satisfied: (i) Borrowers (or a Subsidiary) obtain full operating, voting and management control of the New Target or the assets or rights acquired, (ii) prior to the acquisition, the New Target had positive EBITDA for the twelve (12) month period immediately prior to the acquisition date (based on reviewed or audited financial statements of the New Target as of the close of such period) , (iii) the Borrowers (or any Subsidiary) are not required to assume or guarantee any Indebtedness other than Permitted Indebtedness in connection with the transaction or the ownership or operation of the New Target or any of New Target’s assets, (iv) the New Target is not party to any pending litigation or regulatory inquiry, or the subject of a judgment or arbitration award, or other regulatory decree which would, in each case, constitute an Event of Default, (v) the Borrowers and New Target shall comply with Section 6.10; (vi) the business and operations of the New Target is substantially similar to that of the Borrowers; and (vii) the cash consideration (including any earnout, deferred payments or management/employee compensation) payable by the Borrowers in connection with such transaction (or series of related transactions) does not exceed (x) $3,000,000 in any single transaction (or series of related transactions) and (y) $5,000,000 in any twelve month calendar period commencing on the Restatement Date.
Examples of Approved Acquisitions in a sentence
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More Definitions of Approved Acquisitions
Approved Acquisitions means the acquisitions identified in Schedule 7.04.
Approved Acquisitions means the acquisitions by Borrower of certain assets and other rights relating to the manufacture, sale and/or distribution of certain biopharmaceutical products to the extent approved by Agent in writing prior to the Closing Date.
Approved Acquisitions means (A) acquisitions by the Company or its subsidiaries of a business enterprise or assets or (B) joint ventures by the Company with third Persons.
Approved Acquisitions means (a) the Mobile Refinery Acquisition, (b) [reserved], (c) the acquisition pursuant to the Myrtle Grove Purchase Agreement, (d) the acquisition pursuant to the Heartland Purchase Agreement and (e) any Ordinary Course Acquisitions.
Approved Acquisitions means (a) the acquisition relating to Agreement of Purchase and Sale dated as of January 29, 1997 by and among June Broadcasting, Inc., Fredxxxx X.X. Xxxxxx xxx WMEZ-FM, Inc., (b) the acquisition relating to the Agreement of Purchase and Sale dated as of April 24, 1997 by and among Pattxxxxx Xxxsno Broadcasting Corp., Radio Dinuba Company, Davix X. Xxxxx, xx Special Trustee of the Davix X. Xxxxx Xxxily Trust, Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #ONE2LF, Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #TWO4LF, Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #THREE3LFGC, and Jamix X. Xxxxxxxx, xx Trustee of the Charitable Remainder Unitrust #FOUR2LFGC, Davix X. Xxxxx xxx Sylvxx X. Xxxxx, xx Co-Trustees of the Davix X. Xxxxx Xxxily Trust, Sylvxx X. Xxxxx xxx Davix X. Xxxxx xxx (c) the acquisition relating to the Asset Purchase Agreement dated May 5, 1997 by and between Willxxx X. Xxxxxx, Xx. xxx Pattxxxxx Xxxnd Rapids Broadcasting Corp.
Approved Acquisitions means the Acquisitions of the capital stock or assets of the Approved Acquisition Targets pursuant to the Approved Acquisition Agreements.
Approved Acquisitions has the meaning specified in Section 4.01(a)(vi).