Liberty Acquisition definition

Liberty Acquisition means any of the following transactions: (a) any merger, consolidation, share exchange, business combination, reorganization, recapitalization, liquidation, dissolution or other similar transaction involving Liberty which would result in any Person owning eighty percent (80%) or more of the aggregate outstanding voting securities of Liberty, (b) any direct or indirect acquisition or purchase, by any Person or group of Persons, in a single transaction or a series of related transactions, including by means of the acquisition of capital stock of any Subsidiary of Liberty, of assets or properties that constitute eighty percent (80%) or more of the fair market value of the assets and properties of Liberty (including both the
Sample 1Sample 2Sample 3
Liberty Acquisition means the acquisition by SFX, consummated in July 1996, of Liberty Broadcasting Incorporated, which owned and operated or provided programming to or sold advertising on behalf of 14 FM and six AM radio stations located in six markets: Washington, DC/Baltimore, Maryland; Nassau-Suffolk, New York; Providence, Rhode Island; Hartford, Connecticut; Albany, New York; and Richmond, Virginia. As such, historical the operating results for the 14 FM and six AM stations have been added to SFX, as reported amounts from January 1, 1996 through July 1, 1996.
Sample 1Sample 2Sample 3
Liberty Acquisition means the acquisition on July 1, 1996 of Liberty Broadcasting Incorporated, which owned and operated or provided programming to or sold advertising on behalf of 14 FM and six AM radio stations located in six markets: Washington, DC/Baltimore, Maryland; Nassau-Suffolk, New York; Providence, Rhode Island; Hartford, Connecticut; Albany, New York and Richmond, Virginia.
Sample 1Sample 2Sample 3

Examples of Liberty Acquisition in a sentence

  • The parties acknowledge that FIF III Liberty Acquisition, LLC (“Merger Sub”) is intended to be a third party beneficiary of this Agreement, and this Agreement cannot be amended without the prior consent of Merger Sub.

  • All conditions to the merger of RPLP with and into Liberty (the “Merger”), as well as the merger of Republic Property Trust with and into Liberty Acquisition LLC (the REIT Merger”), pursuant to that certain Agreement of Plan and Merger, dated as of July 23, 2007 (the “Merger Agreement”), shall have been satisfied in accordance with the terms of the Merger Agreement.

  • This subject did not fail to elicit a reaction from the producers or the promoters; they reacted strongly, arguing that this type of quality is not their wish, but rather that of consumers who have a preference for whatever is cheapest and buy only with their eyes.

  • Any notice, statement or demand authorized by this Warrant Agreement to be given or made by the Warrant Agent or by the holder of any Warrant to or on the Company shall be sufficiently given when so delivered if by hand or overnight delivery or if sent by certified mail or private courier service within five (5) days after deposit of such notice, postage prepaid, addressed (until another address is filed in writing by the Company with the Warrant Agent), as follows: Liberty Acquisition Holdings Corp.

  • The effectiveness of this resolution and, therefore, the authority of the Board of Directors to implement it under article 287(1)(a) of the Capital Companies Act, is subject to the satisfaction, prior to implementation, of each and every one of the conditions established in the agreement of 4 August 2010 entered into by the Company, Liberty Acquisition Holdings Corp.

  • In addition, individuals purchasing common stock in the Offerings will, by executing their order to purchase the common stock, consent to and approve of the Liberty Acquisition.

  • For the foregoing purposes, and as regards the value of the Common Shares and the Liberty Warrants and, if applicable, the Preferred Shares of that company, the board of directors will take account of the stock market price of the common shares and warrants of the company Liberty Acquisition Holdings Corp.

  • The respective Boards of Directors of Liberty, Acquisition Sub and Summit have approved the merger of the Acquisition Sub with and into Summit, pursuant to which (i) Summit would become a wholly-owned subsidiary of Liberty and (ii) the holders of the Common Stock, $.01 par value, of Summit ("Summit Common Stock") would receive, in exchange for each of their shares of Summit Common Stock, the Merger Consideration described below, all on the terms of and subject to the conditions set forth in this Agreement.

  • The Conversion and the Liberty Acquisition are expected to close on the same date and at substantially the same time.

  • However, the Company Directors consider this situation is not significant since the source of this negative working capital can be found in accounts payable to Prisa Group companies, mainly to Liberty Acquisition Holdings Virginia, Inc, a company fully owned by Prisa and that is at the last phase of its dissolution (see Note 7.3).


More Definitions of Liberty Acquisition

Liberty Acquisition means the acquisition by Bidco from the Seller of all of the issued and outstanding capital stock of Musketeer GmbH pursuant to the Share Purchase Agreement.
Sample 1Sample 2Sample 3
Liberty Acquisition means the acquisition by Liberty Global, directly or indirectly, of the Liberty Acquisition Target pursuant to a scheme of arrangement or otherwise.
Sample 1Sample 2
Liberty Acquisition means the acquisition of the Liberty Assets by Williston pursuant to the Liberty Acquisition Agreement.
Sample 1
Liberty Acquisition means any of the following transactions: (a) any merger, consolidation, share exchange, business combination, reorganization, recapitalization, liquidation, dissolution or other similar transaction involving Liberty which would result in any Person owning eighty percent (80%) or more of the aggregate outstanding voting securities of Liberty, (b) any direct or indirect acquisition or purchase, by any Person or group of Persons, in a single transaction or a series of related transactions, including by means of the acquisition of capital stock of any Subsidiary of Liberty, of assets or properties that constitute eighty percent (80%) or more of the fair market value of the assets and properties of Liberty (including both the QVC Group and Liberty Ventures Group taken together), (c) any direct or indirect acquisition or purchase, in a single transaction, or series of related transactions, of eighty percent (80%) or more of the aggregate outstanding equity securities or voting power of Liberty by any Person or group of Persons, or (d) any combination of the foregoing or other transaction having a similar effect to those described in clauses (a) through (c).
Sample 1
Liberty Acquisition means the acquisition by FMCAG and its Subsidiaries of Liberty as announced on August 2, 2011, for a purchase price of approximately $1.7 billion, including assumed debt, as adjusted pursuant to the terms of the relevant merger agreement, as amended and in effect from time to time.
Sample 1

Related to Liberty Acquisition

  • Third Party Acquisition has the meaning set forth in Section 4.7(a).

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

  • 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.

  • Unfriendly Acquisition any acquisition that has not, at the time of the first public announcement of an offer relating thereto, been approved by the board of directors (or other legally recognized governing body) of the Person to be acquired; except that with respect to any acquisition of a non-U.S. Person, an otherwise friendly acquisition shall not be deemed to be unfriendly if it is not customary in such jurisdiction to obtain such approval prior to the first public announcement of an offer relating to a friendly acquisition.

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

  • 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.

  • 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.

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • 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);

  • 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.

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

  • Stock 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) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

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

  • 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.

  • Company Acquisition Proposal means any proposal for a merger or other business combination involving the Company or the acquisition of any equity interest in, or a substantial portion of the assets of, the Company, other than the transactions contemplated by this Agreement.

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

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

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

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

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

  • 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.

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • 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.

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

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).