MEANS OF DISTRIBUTION definition

MEANS OF DISTRIBUTION. The Rights will be distributed to holders of the Company's outstanding Common Stock as a dividend of one Right for each share of Common Stock. The Rights will also be attached to all future issuances of Common Stock prior to the Distribution Date (as defined below). EXERCISABILITY: Rights become exercisable on the earlier of: (i) the tenth day following the date of public announcement by the Company or by any person or group (an "Acquiring Person") that such person or group has acquired beneficial ownership of 15% or more of the Company's outstanding Common Stock, or (ii) the tenth business day (unless extended by the Board prior to the time a person becomes an Acquiring Person) following the commencement, or announcement of an intention to commence, by any person or group of a tender or exchange offer which would result in such person owning 15% or more of the outstanding Common Stock of the Company (the earlier of such dates being referred to as the "Distribution Date"), provided that an Acquiring Person does not include an Exempt Person (as such term is defined in the Rights Agreement). Rights will trade separately from the Common Stock once the Rights become exercisable.
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MEANS OF DISTRIBUTION. The Rights will be distributed to holders of the Company's outstanding Common Stock as a dividend of one Right for each share of Common Stock. The Rights will also be attached to all future issuances of Common Stock prior to the Distribution Date (as defined below). EXERCISABILITY: Rights become exercisable on the earlier of: (i) the tenth day following the date of public announcement by the Company or by any person or group (an "Acquiring Person") that such person or group has acquired beneficial ownership of 15% or more of the Company's outstanding Common Stock, or (ii) the tenth business day (unless extended by the Board prior to the time a person becomes an Acquiring Person) following the commencement, or announcement of an intention to commence, by any person or group of a tender or exchange offer which would result in such person owning 15% or more of the outstanding Common Stock of the Company (the earlier of such dates is referred to as the "Distribution Date"), provided that an Acquiring Person does not include an Exempt Person or a Grandfathered Person (as such terms are defined in the Rights Agreement). Rights will trade separately from the Common Stock once the Rights become exercisable. EXERCISE PRICE: $60.00 per share, which is the amount that in the judgment of the Board of Directors represents the long-term value of the Common Stock over the term of the Rights Agreement (the "Exercise Price").
Sample 1Sample 2
MEANS OF DISTRIBUTION. The Rights will be distributed to holders of the Company's outstanding Common Stock as a dividend of one Right for each share of Common Stock. The Rights will also be attached to all future issuances of Common Stock prior to the Distribution Date (as defined below). Exercisability: Rights become exercisable on the earlier of: (i) the day following the date of public announcement by the Company or by any person or group (an "Acquiring Person") that such person or group has acquired beneficial ownership of 20% or more of the Company's outstanding Common Stock, or (ii) the business day (unless extended by the Board prior to the time a person becomes an Acquiring Person) following the commencement, or announcement of an intention to commence, by any person or group of a tender or exchange offer which would result in such person owning 20% or more of the outstanding Common Stock of the Company (the earlier of such dates is referred to as the "Distribution Date"), provided that an Acquiring Person -------- does not include an Exempt Person (as such term is defined in the Rights Agreement). Rights will trade separately from the Common Stock once the Rights become exercisable. Exercise Price: $34.00 per share, which is the amount that in the judgment of the Board of Directors represents the long-term value of the Common Stock over the term of the Rights Agreement (the "Exercise Price").
Sample 1

Examples of MEANS OF DISTRIBUTION in a sentence

  • Distinct Markets for Broadcasting According to the Technical Means of Distribution 368bbb.

  • Distinct Markets for Broadcasting According to the Technical Means of Distribution It has been considered whether the (downstream) retail market for pay TV can be further subdivided according to the different technical means of distribution, i.e. the distribution via cable networks or via satellite or terrestrial frequencies.

  • Islamic Economic System: Basic Concepts of Islamic Economic System, Means of Distribution of wealth in Islamic Economics, Islamic Concept of Riba, Islamic Ways of Trade & Commerce.Political System of Islam: Basic Concepts of Islamic Political System, Islamic Concept of Sovereignty, Basic Institutions of Govt.

  • Basic Concepts of Islam & Science,Contributions of Muslims in the Development of ScienceWeek 7Kinds of Hadith, Uloom-ul-Hadith, Sunnah & Hadith, Legal Position of Sunnah, Selected Study from Text of Hadith..Basic Concepts of Islamic Economic System, Means of Distribution of wealth in Islamic Economics, Islamic Concept of Riba, Islamic Ways of Trade & Commerce, Basic Concepts of Islamic Political System..

  • Means of Distribution ‌ Apps are crucial to the attractiveness and utility of devices.

  • Set forth on Schedule 4.2(o) is a list of all employment agreements and all severance agreements to which Acquiror and/or Newco is a party or by which they are bound.


More Definitions of MEANS OF DISTRIBUTION

MEANS OF DISTRIBUTION. The Rights will be distributed to holders of the Company's outstanding Common Stock as a dividend of one Right for each share of Common Stock. The Rights will also be attached to all future issuances of Common Stock prior to the Distribution Date (as defined below). Exercisability: Rights become exercisable on the earlier of: (i) the Close of Business on the tenth day following a public announcement by the Company or any person or group (an "ACQUIRING PERSON") that such person or group has acquired, without the approval of the Board of Directors, beneficial ownership of 15% or more of the Company's outstanding Common Stock, or (ii) the tenth business day (unless extended by the Board of Directors prior to the time a person becomes an Acquiring Person) following the commencement, or announcement of an intention to commence, by any person or group, of a tender offer which would result in such person owning 15% or more of the outstanding Common Stock of the Company (the earlier of such dates is referred to as the "DISTRIBUTION DATE"). Rights may be traded separately from the Common Stock once the Rights become exercisable. Exercise Price: $115.00 per share, which is the amount that in the judgment of the Board of Directors represents the long- term value of the Common Stock (the "EXERCISE PRICE").
Sample 1Sample 2
MEANS OF DISTRIBUTION. The Rights will be distributed to holders of the Company's outstanding Common Stock as a dividend of one Right for each share of Common Stock. The Rights will also be attached to all future issuances of Common Stock prior to the Distribution Date (as defined below). EXERCISABILITY: Rights become exercisable on the earlier of: (i) the date of public announcement by the Company or by any person or group (an "Acquiring Person") that such person or group has acquired beneficial ownership of 15% or more of the Company's outstanding Common Stock, or (ii) following the commencement, or announcement of an intention to commence, by any person or group of a tender or exchange offer which would result in such person owning 15% or more of the outstanding Common Stock of the Company (the earlier of such dates being referred to as the "Distribution Date"), provided that an Acquiring Person does not include an Exempt Person (as such term is defined in the Rights Plan). Rights will trade separately from the Common Stock once the Rights become exercisable. EXERCISE PRICE: $30.00 per share, which is the amount that in the judgment of the Board represents the long-term value of the Common Stock over the term of the Rights Plan (the "Exercise Price").
Sample 1
MEANS OF DISTRIBUTION. The Rights will be distributed to holders of the Company's outstanding Common Stock (the "Common Stock") as a dividend of one Right for each share of Common Stock. The Rights will also be attached to all future issuances of Common Stock prior to the Distribution Date (as defined below). EXERCISABILITY: Rights become exercisable on the earlier of: (i) the tenth day following the date of public announcement by the Company or by any person or group (an "Acquiring Person") that such person or group has acquired beneficial ownership of 15% or more of the Company's outstanding Common Stock, or (ii) the tenth business day (unless extended by the Board prior to the time a person becomes an Acquiring Person) following the commencement, or announcement of an intention to commence, by any person or group of a tender or exchange offer which would result in such person owning 15% or more of the outstanding Common Stock of the Company (the earlier of such dates is referred to as the "Distribution Date"), provided that an Acquiring Person does not include an Exempt Person (as such term is defined in the Rights Agreement). Rights will trade separately from the Common Stock once the Rights become exercisable. The Board of Directors (the "Board") of the Company may extend the periods specified in subsections (i) and (ii) above by up to three (3) consecutive periods of ten (10) days each. EXERCISE PRICE: $50.00 per share, which is the amount that in the judgment of the Board represents the long-term value of the Common Stock over the term of the Rights Agreement (the "Purchase Price").
Sample 1
MEANS OF DISTRIBUTION. The Rights will be distributed to holders of the Company's outstanding Common Stock as a dividend of one Right for each share of Common Stock. The Rights will also be attached to all future issuances of Common Stock prior to the Distribution Date (as defined below). Exercisability: Rights become exercisable on the earlier of: (i) the tenth day following the date of public announcement by the Company or by any person or group (an "Acquiring Person") that such person or group has acquired beneficial ownership of 15% or more of the Company's outstanding Common Stock, or (ii) the tenth business day (unless extended by the Board prior to the time a person becomes an Acquiring Person) following the commencement, or announcement of an intention to commence, by any person or group of a tender or exchange offer which would result in such person owning 15% or more of the outstanding Common Stock of the Company (the earlier of such dates being referred to as the "Distribution Date"), provided that an Acquiring Person does not include an Exempt Person (as such term is defined in the Rights Agreement) or a Grandfathered Person (as defined below), provided that a Grandfathered Person shall become an Acquiring Person if such Grandfathered Person becomes the beneficial owner of 20% or more of the Common Stock. A Grandfathered Person shall mean the D3 Family Fund, L.P., provided that such Person shall cease to be a Grandfathered Person if, once such Person Beneficially Owns in excess of 15% of the Common Stock, such Person thereafter ceases to Beneficially Own in excess of 15% of Common Stock. Rights will trade separately from the Common Stock once the Rights become exercisable.
Sample 1

Related to MEANS OF DISTRIBUTION

  • Time of distribution means the time when a disclaimed interest would have taken effect in possession or enjoyment.

  • Plan of Distribution shall have the meaning set forth in Section 2(a).

  • Wholesale distribution means distribution of prescription drugs to persons other than consumers or

  • Main Distribution Frame (MDF) is termination frame for outside facility and inter-exchange office equipment at the central office for DS-0 and DSL services.

  • Scheduled Distribution means, with respect to any Collateral Loan, for each Due Date, the scheduled payment of principal and/or interest and/or fees due on such Due Date with respect to such Collateral Loan.

  • Distribution Statement has the meaning set forth in Section 5.02(c) of the Trust Agreement.

  • Qualified distribution means a distribution from a Roth Elective Deferral Account after the Participant has satisfied a five year tax holding period and has attained age 59½, died, or become Disabled, in accordance with Code Section 402A(d). The five year tax holding period is the period of five consecutive taxable years that begins with the first day of the first taxable year in which the Participant makes a designated Roth Elective Deferral under the Plan or to another retirement plan which amount was directly rolled over to the Plan, and ends when five consecutive taxable years have been completed.

  • Distribution Transaction means any distribution of equity securities of a Subsidiary of the Company to holders of Common Stock, whether by means of a spin-off, split-off, redemption, reclassification, exchange, stock dividend, share distribution, rights offering or similar transaction.

  • Qualified Initial Public Offering means a firm underwritten offering of the Company pursuant to a registration statement under the Securities Act (i) of common Capital Stock having an aggregate gross offering price of at least $50,000,000 and (ii) reasonably expected to result in more than 100 holders of record of Voting Stock of the Company (exclusive of holdings of Affiliates and employees of the Company).

  • Distribution Election With respect to any Series, as specified in the related Supplement.

  • Main Distribution Frame (MDF means the termination frame for outside facility and inter-exchange office equipment at the CO.

  • Secondary Offering means an offering of securities of a publicly traded company that prior to the offering were not registered under the Securities Act of 1933, as amended.

  • Initial Distribution means the distribution made to holders of Allowed Class C-4 Claims on the Distribution Date.

  • Redemption/Distribution Notice has the meaning set forth in paragraph 4(e) of Annex I.

  • REMIC III Distribution Amount The REMIC III Available Distribution Amount for any Distribution Date shall be distributed to the Certificates and the Class R-3 Residual Interest in the following amounts and priority:

  • Liquidation Distribution has the meaning specified in Section 9.4(d).

  • REMIC II Distribution Amount shall not cause a reduction in the Class Principal Balances of any of the REMIC II Regular Interests; and

  • Available Distribution Amount As to any Distribution Date and, with respect to any Mortgage Pool comprised of two or more Loan Groups, each Loan Group, an amount equal to (a) the sum of (i) the amount relating to the Mortgage Loans on deposit in the Custodial Account as of the close of business on the immediately preceding Determination Date, including any Subsequent Recoveries, and amounts deposited in the Custodial Account in connection with the substitution of Qualified Substitute Mortgage Loans, (ii) the amount of any Advance made on the immediately preceding Certificate Account Deposit Date, (iii) any amount deposited in the Certificate Account on the related Certificate Account Deposit Date pursuant to the second paragraph of Section 3.12(a), (iv) any amount deposited in the Certificate Account pursuant to Section 4.07, (v) any amount that the Master Servicer is not permitted to withdraw from the Custodial Account or the Certificate Account pursuant to Section 3.16(e), (vi) any amount received by the Trustee pursuant to the Surety Bond in respect of such Distribution Date and (vii) the proceeds of any Pledged Assets received by the Master Servicer, reduced by (b) the sum as of the close of business on the immediately preceding Determination Date of (w) aggregate Foreclosure Profits, (x) the Amount Held for Future Distribution, and (y) amounts permitted to be withdrawn by the Master Servicer from the Custodial Account in respect of the Mortgage Loans pursuant to clauses (ii)-(x), inclusive, of Section 3.10(a). Such amount shall be determined separately for each Loan Group. Additionally, with respect to any Mortgage Pool that is comprised of two or more Loan Groups, if on any Distribution Date Compensating Interest provided pursuant to this Section 3.16(e) is less than Prepayment Interest Shortfalls incurred on the Mortgage Loans in connection with Principal Prepayments in Full and Curtailments made in the prior calendar month, such Compensating Interest shall be allocated on such Distribution Date to the Available Distribution Amount for each Loan Group on a pro rata basis in accordance with the respective amounts of such Prepayment Interest Shortfalls incurred on the Mortgage Loans in such Loan Group in respect of such Distribution Date.

  • REMIC I Distribution Amount For any Distribution Date, the REMIC I Available Distribution Amount shall be distributed to the REMIC I Regular Interests and the Class R-1 Residual Interest in the following amounts and priority:

  • Backstop Agreement means that certain backstop commitment agreement by and among the Backstop Parties, Valaris, and the other Debtor parties thereto, as amended by that certain amended backstop commitment agreement, dated February 5, 2021, by and among the Backstop Parties, Valaris, and the other Debtor parties thereto, as may be further amended, supplemented, or modified from time to time, setting forth, among other things, the terms and conditions of the Rights Offering and the Backstop Commitments, attached as Exhibit 2 to the Restructuring Term Sheet.

  • Clause C Distribution shall have the meaning specified in Section 14.04(c).

  • Schedule TO shall have the meaning set forth in Section 2.1(b).