OB Transaction definition

OB Transaction means: (i) the acquisition by the Purchaser of all of the interest in the equity of OB in consideration for the issuance of an aggregate of 82,5000,000 Common Shares and payment of US$20,000,000; and (ii) the entering into of an option by the Purchaser to purchase all of the interest in the equity of: (A) Allied Concessions Group, Inc., a company existing under the laws of Colorado, in consideration for the issuance of an aggregate of 33,000,000 Common Shares; and (B) NS Holdings, Inc., a company existing under the laws of Colorado, in consideration for the issuance of an aggregate of 49,500,000 Common Shares, or such other final transaction structure to be as agreed among the parties to accommodate efficiencies for various corporate, tax and accounting treatment, securities laws and other applicable regulatory requirements;
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Examples of OB Transaction in a sentence

  • The OB Transaction shall have been properly consummated in accordance with this Agreement, other than in de minimis respects, and in accordance with the Governing Documents of Transferor, each Transferred Entity involved, and each other entity involved.

  • Between the date of the completion of the OB Transaction and the Closing, Transferor shall use reasonable best efforts to (i) cause the release of and (ii) deliver or cause to be delivered to Acquiror evidence of the release of, any recorded Liens (other than Permitted Liens) relating to the assets or equity interests of any Transferred Entity (if any).

  • Except as set out in Schedule 3.3.18 or as contemplated pursuant to this Agreement, the OB Transaction, or the other Transaction Documents, there are no material Contracts between the Purchaser and an any of the present or former directors, officers, employees, stockholders, option holders or warrant holders of Affiliates of the Purchaser (or an immediate family member of any of the foregoing), on the other hand.

  • Transferor shall (x) provide to Acquiror copies of all material documents to be entered into in connection with the Pre-Closing Restructuring, and give Acquiror reasonable time to review and comment on such documents, and (y) inform Acquiror promptly upon the completion of each of the Pre-Closing Restructuring, the OB Transaction and the transfer of the Company Equity Interests to OB Party.

  • The Purchaser has carried on all negotiations relating to this Agreement and the transactions contemplated by this Agreement or pursuant to the OB Transaction without intervention on its behalf in such a manner as to give rise to any valid claim for a brokerage commission, finder's fee or other like payment against the Purchaser, the Company, or OB.

  • At Closing and subject to the satisfaction of the applicable conditions set forth in this Agreement, the OB Transaction and the Subscription Receipt Documents, the Purchaser shall have sufficient unrestricted cash available to enable the Purchaser to consummate the transactions contemplated by this Agreement and to satisfy its obligations hereunder on the Closing Date.

Related to OB Transaction

  • M&A Transaction means any acquisition, directly or indirectly, by a Project Holdco, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all or a portion of the Equity Interests of, or a business line or unit or a division of, any Person.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Pawn transaction means the same as that term is defined in Section 13-32a-102.

  • Acquisition Transaction means any transaction or series of transactions involving:

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.