Empire Acquisition definition

Empire Acquisition means the acquisition of substantially all of the assets of Empire pursuant to the Empire Acquisition Agreement. “Empire Acquisition Agreement” shall mean that certain Asset Purchase Agreement dated December 17, 2019 (together with the exhibits anddisclosure schedules thereto) among GPM Southeast, GPM Petroleum, LLC and Empire.
Empire Acquisition means the acquisition of all of the outstanding capital stock of Empire Seafood Holding Corp. and its affiliated purchasing corporation, Empire Imports Incorporated.

Examples of Empire Acquisition in a sentence

  • Seguin, 46 A.3d 835, 838 (R.I. 2012) (quoting Empire Acquisition Group, LLC v.

  • The Total Leverage Ratio shall not exceed 4.50:1.00 (after giving pro forma effect to the funding of the Initial Term Loans and the Delayed Draw Term Loan A Facility, the consummation of the Empire Acquisition and the other Transactions and including without limitation the GPMP Debt).

  • Subject to all required authorizations, including the FERC authorization requested in this proceeding, 100% of the ownership interests in Empire’s indirect upstream owner, Empire Gen Holdings, LLC, will be transferred to Empire Acquisition, LLC, which in turn will be owned by certain secured creditors99 of Empire’s current owner, TTK Power, LLC.

  • Epoch has been acquired by Nanogen (the “Acquisition”) pursuant to the Agreement and Plan or Merger and Reorganization, among Nanogen, Empire Acquisition Corp.

  • In addition, the development permit plans shall indicate how special events overflow parking will be provided.

  • APUC also expects that the Empire Acquisition will be approximately 12% - 14% accretive to Adjusted Funds From Operations per common share over a three-year period following closing, excluding one-time acquisition-related expenses, and assuming a stable currency exchange environment.

  • Applicant states that as of the closing of the Proposed Transaction, the majority of the voting membership interests (an amount expected to be 51.5 percent of the voting membership interests) in Empire Acquisition LLC, the purchasing entity for Applicant, will be owned directly by subsidiaries of one private equity fund and two collateralized loan obligation vehicles, which are each indirectly controlled by Black Diamond.

  • While the methods may not change as a result of the Empire Acquisition, the results will change because the pool of corporate overhead costs should be allocated over a larger base.

  • LUCo’s embedded cost of long-term debt serves as the basis for Liberty Midstates’ cost of debt for ratemaking purposes.Debt related to the Empire Acquisition was not included in the Company’s average 2017 embedded cost of long-term debt calculation.

  • The undersigned acknowledges receipt of your letter enclosing the Offer to Purchase dated November 27, 2001, (the "Offer Purchase") and the related Letter of Transmittal pursuant to an offer by Empire Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of EM Holdings, Inc., a Delaware corporation, to purchase all outstanding shares of common stock, par value of $0.0000125 per share, of eMachines, Inc., a Delaware corporation (the "Shares").


More Definitions of Empire Acquisition

Empire Acquisition means JBS USA’s acquisition of Empire Packing Company, L.P.’s case ready production facilities and Ledbetter branded retail products. The Empire Acquisition was completed on April 6, 2020.
Empire Acquisition means the acquisition of substantially all of the assets of Empire pursuant to the Empire Acquisition Agreement. “Empire Acquisition Agreement” shall mean that certain Asset Purchase Agreement dated December 17, 2019 (together with the exhibits and

Related to Empire Acquisition

  • 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.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Company Acquisition means (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which the stockholders of the Company immediately preceding such transaction hold less than fifty percent (50%) of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of fifty percent (50%) of the aggregate fair market value of the Company's business immediately prior to such sale, or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of fifty percent (50%) of the voting power of the then outstanding shares of capital stock of the Company.

  • Share Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Control share acquisition means, subject to specified exceptions, the acquisition, directly or indirectly, by any person of ownership of, or the power to direct the exercise of voting power with respect to, issued and outstanding control shares. For the purposes of determining whether an acquisition constitutes a control share acquisition, shares acquired within 90 days or under a plan to make a control share acquisition are considered to have been acquired in the same acquisition. “Issuing public corporation” means a corporation which has (i) 100 or more shareholders, (ii) its principal place of business or its principal office in Indiana, or that owns or controls assets within Indiana having a fair market value of greater than $1,000,000, and (iii) (A) more than 10% of its shareholders resident in Indiana, (B) more than 10% of its shares owned of record or owned beneficially by Indiana residents, or (C) 1,000 shareholders resident in Indiana.

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

  • 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.

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

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

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

  • 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.

  • 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.

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

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.

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

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • Land acquisition means the taking of or alienation of land, buildings or other assets thereon for purposes of the Project.

  • Business Acquisition means the acquisition of a company or any shares or securities or a business or undertaking (or, in each case, any interest in any of them) or the incorporation of a company.

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

  • Limited Condition Acquisition means any acquisition, including by way of merger, by the Borrower or one or more of its Restricted Subsidiaries permitted pursuant to this Agreement whose consummation is not conditioned upon the availability of, or on obtaining, third party financing.

  • REO Acquisition The acquisition by the Master Servicer on behalf of the Trustee for the benefit of the Certificateholders of any REO Property pursuant to Section 3.14.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • 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);

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

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