Consummation of a Rights Offering means the consummation of a Rights Offering on or before June 30, 2011;
Rights Offering has the meaning set forth in Section 4.1(b);
Consummation Deadline As defined in Section 3(b) hereof.
Rights Offering Shares means, collectively, the shares of New Common Stock issued in the Rights Offering.
Consummation means the occurrence of the Effective Date.
Rights Offering Amount means $300,000,000.
Reorganization Transaction see clause (d) of the definition of “Change of Control.”
Consummation Date means the date of the substantial consummation (as defined in Section 1101 of the Bankruptcy Code and which for purposes of this Agreement shall be no later than the effective date) of a Reorganization Plan that is confirmed pursuant to an order of the Bankruptcy Court.
Reorganization Transactions shall have the meaning set forth in the recitals.
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by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Pawn transaction means the same as that term is defined in Section 13-32a-102.
Share Exchange Event shall have the meaning specified in Section 14.07(a).
Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.
TERMINATION OF THE INITIAL PUBLIC OFFERING means the earlier of (i) the date on which the Initial Public Offering expires or is terminated by the Company or (ii) the date on which all shares of stock offered in the Initial Public Offering are sold, excluding warrants, if any, offered thereunder and shares that may be acquired upon exercise of such warrants and shares offered thereunder that may be acquired pursuant to the Reinvestment Plan.
Termination Transaction has the meaning set forth in Section 11.2.B hereof.
Permitted Debt Exchange Offer shall have the meaning provided in Section 2.15(a).
Acquisition Transaction has the meaning set forth in Section 5.09(a).
Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.
Approved Sale has the meaning set forth in 2.1(d).
Public Offering means any offering by the Company of its equity securities to the public pursuant to an effective registration statement under the Securities Act or any comparable statement under any comparable federal statute then in effect (other than any registration statement on Form S-8 or Form S-4 or any successor forms thereto).
Sale Transaction has the meaning set forth in Section 3(a).
Company Acquisition Transaction means any transaction or series of transactions involving:
Qualifying Offering means a private offering of *****’s equity securities (or securities convertible into or exercisable for *****’s equity securities) for cash (or in satisfaction of debt issued for cash) having its final closing on or after the date of this Agreement and which includes investment by one or more venture capital, professional angel, corporate or other similar institutional investors other than Stanford. For the avoidance of doubt, if ***** is a limited liability company, then “equity securities” means limited liability company interests in *****.
Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the Shareholders. Such term does not include:
Private Placement Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.