Liquidity Transaction definition

Liquidity Transaction means (i) a business combination between the Corporation and a public company pursuant to a reverse take-over, merger, amalgamation, arrangement, take-over bid, insider bid, reorganization, joint venture, sale or exchange of assets or similar transaction; or (ii) an initial public offering of the Corporation

Liquidity Transaction has the meaning set forth in Section 12.3(a).

Liquidity Transaction has the meaning provided in Section 5.01(a).

Examples of Liquidity Transaction in a sentence

• Notwithstanding the foregoing, the Liquidation Committee may require the CEC Members to participate in a CAC Exchange with respect to all or any portion of their respective Class B Units at any time in connection with a Liquidity Transaction in accordance with Section 12.3.

• For the avoidance of doubt, if a Liquidity Period has commenced due to the occurrence of an Event of Noncompliance and the Corporation has cured such Event of Noncompliance, the Corporation may discontinue the related Liquidity Transaction and the Corporation shall no longer be required to pursue a Liquidity Transaction on account of such Event of Noncompliance.

• Without limiting the foregoing, the parties intend that proceeds from any Liquidity Transaction shall be distributed in a manner consistent with the provisions of Section 12.2, and for the purposes thereof, any Class A Common Shares will be treated as Class A Units and any Class B Common Shares will be treated as Class B Units.

• During the Liquidity Period, the Corporation shall direct the Financial Advisor to establish procedures to effect a Liquidity Transaction in an orderly manner with the objective of achieving the payment of the entire Series A Redemption Price payable in respect of all Series A Preferred Stock outstanding.

• The Call Right shall terminate and cease to be exercisable immediately upon the occurrence of a Liquidity Transaction.

More Definitions of Liquidity Transaction

Liquidity Transaction means a transaction of the nature described in Section 4.6.

Liquidity Transaction means a permitted sale by the LLC (or its members upon the distribution of such shares) and the Other Investors prior to the termination of this Agreement where the following conditions have been satisfied: (a) such permitted sale shall only pertain to and cover shares of Common Stock registered under the Securities Act of 1933; (b) as to the LLC, all of the shares of Common Stock that are to be subject to its proportionate right of sale may be sold directly by the LLC, distributed to its members as freely tradable shares or some combination thereof; and

Liquidity Transaction means a transaction in the nature of any of the following:

Liquidity Transaction means any of the following transactions: (a) a registered secondary offering of the Borrower’s common stock pursuant to a registration statement declared effective under the Securities Act of 1933, as amended; (b) a Sale of the Company; (c) the liquidation of the Borrower; (d) a transfer of the Property, whether for consideration or otherwise, or execution of any agreement to transfer the Property; or (e) a Change of Control.

Liquidity Transaction means the merger or consolidation of the Purchaser with any unaffiliated other person, firm, corporation or other entity as the result of which the owners of the equity of the Purchaser own less than fifty percent of the combined entity, sale of more than fifty percent of the ownership interests of the Purchaser to an unaffiliated third party, or a sale of more than fifty percent, by value, of the assets of the Purchaser and its subsidiaries to an unaffiliated third party, provided the aggregate consideration given in such transaction, net of the costs and expenses of such transaction and net of the indebtedness assumed or taken subject to, corresponds to a net equity value placed on the Purchaser or its assets in excess of $470 million. If, for example, 100 percent of the Purchaser is conveyed in a Liquidity Transaction, the net equity value placed on the Purchaser in such Liquidity Transaction shall equal the aggregate consideration paid for the Purchaser, net of the costs and expenses of such transaction and net of the indebtedness assumed or taken subject to. If, for example, sixty percent of the Purchaser is conveyed in a Liquidity Transaction, the net equity value placed on the Purchaser in such Liquidity Transaction shall be the net aggregate consideration paid, net of the costs and expenses of such transaction and net of the indebtedness assumed or taken subject to, divided by SIX TENTHS (0.6).

Liquidity Transaction means any transaction or set of transactions in which the assets of the Debtor are pledged, sold or transferred and which event produces sufficient net liquidity to the Estate of the Debtor that the claims of Class 1, 2 and 3 creditors can be paid in full. The Transaction(s) may be comprised of either a Sale of Lot A, the Drywall Division, or by way of a Family Reorganization Proposal. The Transaction(s) may be subject to closing in several parts as the needs of the chosen method of disposition are accommodated under the terms of this Plan. In no event shall a Liquidity Transaction result in a Closing Date, beyond March 1, 2011, or a Real Estate Closing Date, which is beyond March 15, 2011.

Liquidity Transaction means a liquidity or change of control transaction, and the term “Capital Raise Transaction” means a capital raise transaction from which the Company uses proceeds to purchase all of the Shares.