Merger or Acquisition definition

Merger or Acquisition means (i) the acquisition of the Company by another entity by means of any transaction or series of related transactions (including, without limitation, any reorganization, merger or consolidation); or (ii) a sale of all or substantially all of the assets of the Company (including, for purposes of this Section, intellectual property rights which, in the aggregate, constitute substantially all of the Company’s material assets); unless in each case, the Company’s stockholders of record as constituted immediately prior to such acquisition or sale will, immediately after such acquisition or sale (by virtue of securities issued as consideration for the Company’s acquisition or sale or otherwise) hold at least fifty percent (50%) of the voting power of the surviving or acquiring entity; or (iii) the transfer of more than fifty percent (50%) of the voting power of the Company to an unrelated third party pursuant to a transaction or series of related transactions.
Merger or Acquisition means (A) any transaction or series of transactions whereby, directly or indirectly, (i) 50% of the assets, revenues or income of the Company or any of its subsidiaries or affiliates or (ii) more than 50% of the capital stock of the Company or any of its subsidiaries or affiliates is acquired, licensed or leased, with or without a purchase option, by another party or parties or is transferred to another party or parties in any manner, including by way of stock purchase, sale, or exchange, merger, consolidation, reorganization, recapitalization, liquidation, joint venture or partnership, minority investment, tender or exchange offer, open market or negotiated purchase or any similar transaction or any combination of the foregoing or (B) any transaction or series of transactions whereby, directly or indirectly, (i) 50% of the assets, revenues or income of any other entity or (ii) more than 50% of the capital stock of any other entity is acquired, licensed or leased, with or without a purchase option, by the Company or any of its subsidiaries or affiliates or is transferred to the Company or any of its subsidiaries or affiliates in any manner, including by way of stock purchase, sale, or exchange, merger, consolidation, reorganization, recapitalization, liquidation, joint venture or partnership, minority investment, tender or exchange offer, open market or negotiated purchase or any similar transaction or any combination of the foregoing.
Merger or Acquisition means any merger, consolidation, tender offer, purchase, lease or license (as licensee) of assets, or other similar business combination by the Company or any Subsidiary.

Examples of Merger or Acquisition in a sentence

  • Merger or Acquisition: We may share your Personal Data if we are involved in a merger, sale, or acquisition of corporate entities or business units.

  • During the twelve (12) month period following the closing of the Identified Merger or Acquisition, Borrower shall not permit the ratio of Total Liabilities to Total Asset Value of the Borrower to exceed 0.55:1.

  • Credit Party may enter into a Merger or Acquisition with another Cdn.

  • GEP shall each have the right to review and be required to approve all the documents and every form of letter, circular, notice, memorandum or other written communication from the Company or any person acting on its behalf in connection with the Merger or Acquisition and the persons to whom any of the foregoing are to be directed, such approval not to be unreasonably withheld.

  • Working with the Company and its professionals in closing any Merger or Acquisition as deemed appropriate and necessary.

  • The unaudited pro forma condensed combined financial statements do not reflect any cost savings, operating synergies or the impact of restructuring actions that the combined company may achieve as a result of the Merger or Acquisition, or the costs necessary to achieve such cost savings, operating synergies or restructuring actions.

  • The Loan shall be used by the Borrowers only for the following purposes: (i) to refinance certain existing indebtedness of the Borrowers; (ii) to finance any Permitted Merger or Acquisition; and (iii) for working capital and general corporate needs.

  • Your right to use the Service is not transferable to a different Customer unless resulting from Merger or Acquisition.

  • The Loans shall be used by the Borrowers only for the following purposes: (i) to refinance certain existing indebtedness of the Borrowers; (ii) to finance any Permitted Merger or Acquisition; and (iii) to finance working capital requirements and general corporate needs.

  • In addition to said fees, a 5% transaction fee will be paid to the Consultant for assistance in any Merger or Acquisition transaction.


More Definitions of Merger or Acquisition

Merger or Acquisition means, in respect of any relevant Underlyings, any:
Merger or Acquisition means (i) the merger, acquisition or reorganization of the Company with one or more other entities in which the Company is not the surviving entity, and (ii) the a sale of all or substantially all of the assets of the Company
Merger or Acquisition means the disposition by the Company (whether direct or indirect, by sale of assets or stock, merger, consolidation or otherwise) of all or substantially all of its business and/or assets in one transaction or series of related transactions (other than a merger effected exclusively for the purpose of changing the domicile of the Company). Notwithstanding the foregoing, no transaction shall be considered a Merger or Acquisition under this Agreement, and no bonus shall be paid, pursuant to this Section 4(b):