Luxco Merger Date means the date on which the Luxco Merger is consummated.
Merger Date means the closing date of a Merger Event or, where a closing date cannot be determined under the local law applicable to such Merger Event, such other date as determined by the Calculation Agent.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Merger Closing means “Closing,” as that term is defined in the Merger Agreement.
Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.
Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.
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.
Second Merger has the meaning set forth in the Recitals.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
First Merger has the meaning set forth in the Recitals.
Offer Closing Date has the meaning set forth in Section 1.01(f).
Merger Effective Time means “Effective Time,” as that term is defined in the Merger Agreement.
Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.
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.
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.
Initial Merger Consideration has the meaning set forth in Section 2.2(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.
First Effective Time has the meaning specified in Section 2.02.
Cash Merger has the meaning set forth in Section 5.04(b)(ii).
Closing Merger Consideration has the meaning set forth in Section 3.2(a)(ii).
MergerSub has the meaning set forth in the preamble hereto.
Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).
Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.
Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.
Effective Time has the meaning set forth in Section 2.2.
IPO Closing Date means the closing date of the IPO.
Total Merger Consideration has the meaning set forth in Section 2.2(a).