Dividend Recapitalization definition

Dividend Recapitalization means any dividend to any or all of the holders of capital stock of the Company that is funded directly or indirectly by the incurrence of $500,000,000.00 or more of Indebtedness.
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Dividend Recapitalization means the making of the 2018 Dividend (as such term is defined in the Credit Agreement), any borrowings under the Credit Agreement and the payment of any fees and expenses, in each case, associated with the making of the 2018 Dividend.
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Dividend Recapitalization means the distribution or dividend paid, made or issued, as applicable, by the Borrower to its direct or indirect parent entities in an aggregate amount not to exceed $175,000,000.
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Examples of Dividend Recapitalization in a sentence

  • In addition, at the request of the Company in connection with a Dividend Recapitalization, Parent shall cooperate in good faith to consider alternative structures for the transactions contemplated by this Agreement in order for the transactions to qualify as a reorganization described in Section 368(a)(1)(A) of the Code, including by converting Merger Sub II into a limited liability company treated as a disregarded entity for U.S. federal income tax purposes.

  • Any Past, Pending or Anticipated Stock Split, Stock Dividend, Recapitalization, Merger, Acquisition, Spin-Off, or Reorganization; The Company did a one for 100 reverse splits of the Common Stock.

  • Stock Split, Stock Dividend, Recapitalization, Merger, Acquisition, Spin-off, or ReorganizationAlthough the Company has not completed a stock split, stock dividend, recapitalization, merger, spin-off, or reorganization during the past 12 months, the Company has entered into several transactions that have had, and will continue to have, a significant impact on ALJ’s financial position, results of operations, and cash flows.

  • List Any Stock Split, Stock Dividend, Recapitalization, Merger, Acquisition, Spin-Off or Reorganization either Currently Anticipated or that Occurred within the Past 12 Months.

  • Dividend Recapitalization Value Creation ProcessPE funds’ active involvement in the operations of portfolio companies they acquire and their financing methods are undertaken with the goal of making their investors’ stakes in those companies more valuable.

  • Any Past, Pending or Anticipated Stock Split, Stock Dividend, Recapitalization, Merger, Acquisition, Spin-Off, or Reorganization; The Company did a one for 100 reverse split of the Common Stock.

  • Here, the Disclosure Statement devotes only three paragraphs to the Dividend Recapitalization, including only a cursory reference to the fact that the Debtors paid a special dividend in connection with that series of transactions.

  • IBA won important contracts in all regions, which strengthened IBA’s position as the leader in medium- and high- energy cyclotrons.

  • GDA94(2010), the reader is referred to Janssen and McElroy (2010).

  • None.A. List Any Stock Split, Stock Dividend, Recapitalization, Merger, Acquisition, Spin-Off or Reorganization either Currently Anticipated or that Occurred within the Past 12 Months.


More Definitions of Dividend Recapitalization

Dividend Recapitalization means any dividend to any or all of the holders of capital stock of the Company that is funded directly or indirectly by the incurrence of
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Dividend Recapitalization means, collectively, (i) the payment of a dividend by Borrower to Holdings for the immediate distribution by Holdings to its shareholders, (ii) the purchase and redemption of certain Stock of Holdings and/or (iii) special bonus payments to members of management of Borrower (and payment of corresponding payroll taxes triggered by the same), in each case within 45 days following the Closing Date and in an aggregate amount, for all such dividends, purchases, redemptions and payments, not greater than $20,000,000.
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Related to Dividend Recapitalization

  • Recapitalization Event means any event of share combination or subdivision, distribution of bonus shares or any other similar reclassification, reorganization or recapitalization of the Company’s share where the shareholders retain their proportionate holdings in the Company.

  • Recapitalization means any stock dividend, stock split, combination of shares, reorganization, recapitalization, reclassification or other similar event.

  • Stock Split means any kind of stock split in relation to the Shares, including a free share distribution to the holders of Shares, a stock dividend or a sub-division of Shares;

  • Recapitalization Agreement shall have the meaning set forth in the Recitals.

  • Stock Dividend has the meaning set forth in Section 5(a)(i)(A).

  • Common Share Reorganization has the meaning set forth in Section 4.1;

  • Reclassification Event means any of the following: (a) any reclassification or recapitalization of PubCo Common Stock (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination or any transaction subject to Section 4.1(g)), (b) any merger, consolidation or other combination involving PubCo, or (c) any sale, conveyance, lease, or other disposal of all or substantially all the properties and assets of PubCo to any other Person, in each of clauses (a), (b) or (c), as a result of which holders of PubCo Common Stock shall be entitled to receive cash, securities or other property for their shares of PubCo Common Stock.

  • Common Stock Dividend means a stock dividend declared and paid on the Common Stock that is payable in shares of Common Stock.

  • Dividend means any dividend (whether interim or final) resolved to be paid on Shares pursuant to the Articles.

  • Preferred Stock Dividends means all dividends with respect to Preferred Stock of Restricted Subsidiaries held by Persons other than the Company or a Wholly Owned Restricted Subsidiary. The amount of any such dividend shall be equal to the quotient of such dividend divided by the difference between one and the maximum statutory federal income rate (expressed as a decimal number between 1 and 0) then applicable to the issuer of such Preferred Stock.

  • Dividend Parity Stock means any class or series of stock of the Corporation that ranks on a parity with the Series E in the payment of current dividends, including the Series A, the Series B, the Series C and the Series D.

  • Junior Preferred Stock means ML & Co.'s Series A Junior Preferred Stock, par value $1.00 per share.

  • Reverse Stock Split means a reverse stock split of the outstanding shares of Common Stock that is effected by the Company’s filing of an amendment to its certificate of incorporation with the Secretary of State of the State of Delaware and the acceptance thereof.

  • Senior Preferred Stock means the Series A Preferred Stock and the Series B Preferred Stock.

  • Change in Capitalization means any increase or reduction in the number of Shares, or any change (including, but not limited to, in the case of a spin-off, dividend or other distribution in respect of Shares, a change in value) in the Shares or exchange of Shares for a different number or kind of shares or other securities of the Company or another corporation, by reason of a reclassification, recapitalization, merger, consolidation, reorganization, spin-off, split-up, issuance of warrants or rights or debentures, stock dividend, stock split or reverse stock split, cash dividend, property dividend, combination or exchange of shares, repurchase of shares, change in corporate structure or otherwise.

  • Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.

  • Special Dividend means any special or abnormal dividend or distribution in respect of securities (including a distribution of income or capital) and includes a dividend or distribution described by the entity declaring that dividend or distribution as:

  • Reverse Split has the meaning set forth in Section 5.21.

  • Reclassification means the upgrading of a position to a higher classification as a result of the gradual increase of the duties being performed by the incumbent in that position.

  • Common Stock Fundamental Change means any Fundamental Change in which more than 50% of the value (as determined in good faith by the Board of Directors of the Company) of the consideration received by holders of Common Stock consists of common stock that, for the 10 Trading Days immediately prior to such Fundamental Change, has been admitted for listing or admitted for listing subject to notice of issuance on a national securities exchange or quoted on Nasdaq National Market, provided, however, that a Fundamental Change shall not be a Common Stock Fundamental Change unless either (i) the Company continues to exist after the occurrence of such Fundamental Change and the outstanding Preferred Stock continues to exist as outstanding Preferred Stock, or (ii) not later than the occurrence of such Fundamental Change, the outstanding Preferred Stock is converted into or exchanged for shares of convertible preferred stock, which convertible preferred stock has powers, preferences and relative, participating optional or other rights, and qualifications, limitations and restrictions substantially similar (but no less favorable) to those of the Preferred Stock.

  • New Preferred Stock means the Convertible Series A Preferred Stock and the Series B Preferred Stock.

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Stock means, with respect to any corporation, capital stock and, with respect to any other entity, any equity interest.

  • Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.

  • Series D Preferred Stock means shares of the Company’s Series D Preferred Stock, par value $0.00001 per share.

  • Series C Preferred Stock means shares of the Company’s Series C Preferred Stock, par value $0.0001 per share.