Minor Acquisition means any investment by any Borrower or any Guarantor in the form of acquisitions of all or substantially all of the business or a line of business (whether by the acquisition of capital stock, assets or any combination thereof) of any other Person; provided that the total cash and non-cash consideration for such acquisition shall not exceed the greater of $20,000,000 and 0.75% of Consolidated Total Assets of Holdings.
Minor Acquisition means an Acquisition in respect of which the total consideration paid or payable (including without limitation, all transaction costs, assumed Indebtedness and Liabilities incurred, assumed or reflected on a consolidated balance sheet of the Credit Parties and their Subsidiaries after giving effect to such Acquisition and the maximum amount of all deferred payments, including earnouts) does not exceed the US Dollar Equivalent of $3,000,000.
Minor Acquisition means any acquisition of the stock or assets of an unaffiliated third party by the Corporation by merger, purchase, joint venture or other reorganization or business combination in consideration for the issuance of Common Stock having a Fair Market Value not greater than $5,000,000.
Examples of Minor Acquisition in a sentence
Make or have, or permit any Subsidiary or Borrower to make or have, any Restricted Investment, other than (i) pursuant to a Permitted Major Acquisition or Permitted Minor Acquisition and (ii) any Restricted Investments in Maternity Factory Warehouse Center, Inc.
Capital Expenditures shall not include any assets acquired pursuant to a Permitted Major Acquisition or Permitted Minor Acquisition.
More Definitions of Minor Acquisition
Minor Acquisition means an Acquisition where the aggregate cash consideration (which shall include any deposits made in connection therewith) at closing of such Minor Acquisition is less than $30,000,000.
Minor Acquisition means one or more acquisitions by the Borrower and its Restricted Subsidiaries consummated in any fiscal quarter (a) that have purchase prices not exceeding $25,000,000 in the aggregate for all such acquisitions and (b) of any Person or Persons which in the aggregate do not have in excess of $10,000,000 of negative annualized operating cash flow.
Minor Acquisition means the acquisition (whether by merger, consolidation, share or asset acquisition, joint venture or similar transaction) of any business, in a single transaction or series of related transactions, the cost of which shall be in excess of US$1,000,000, but less than US$10,000,000.
Minor Acquisition means any Acquisition for which the aggregate consideration in cash and other property (including assumed liabilities) paid by the Borrower and its Subsidiaries is less than $4,000,000.
Minor Acquisition means an Acquisition for which the purchase price consideration is less than $1,500,000 and any Indebtedness incurred with respect to such Acquisition constitutes Seller Subordinated Indebtedness under clause (h) of such definition.
Minor Acquisition means the Acquisition of the Property or a majority of the voting Common Stock of a Person that is incorporated, formed or organized in the United States, or any division, line of business or other business unit of a Person that is incorporated, formed or organized in the United States, in each case that is a type of business (or Property used in a type of business) permitted to be engaged in by the Loan Parties and their Subsidiaries pursuant to Section 6.4, so long as the aggregate consideration paid for any such individual Minor Acquisition does not exceed the lesser of (a) $80,000,000 or (b) 10% of Consolidated Assets determined at such time; provided, that (i) no Default or Event of Default shall then exist or would exist after giving effect to such Minor Acquisition and (ii) such Minor Acquisition is not a 6090356 -14- Xxxxxxxx Xxxxxx LLP “hostile” acquisition and has been approved by the board of directors and/or shareholders of the applicable Loan Party and the target of such Minor Acquisition.
Minor Acquisition is added to Section 1.01 of the Credit Agreement reading as follows: