Offshore Acquisition definition

Offshore Acquisition means, collectively, the acquisitions contemplated by each of the Emerald PSAs and the Panther PSA.
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Offshore Acquisition means the proposed acquisition by the Company of the entire issued
Sample 1

Examples of Offshore Acquisition in a sentence

  • Prior to the Closing, New Prime assigned all of its rights and obligations as a purchaser under the Stock Purchase Agreement to Blackhawk Onshore Acquisition Company L.L.C. and Blackhawk Offshore Acquisition Company L.L.C. (together, the "Assignees").

  • IBM World Trade Corporation upon commencement of the export procedures in all other countries PART 6 - OPTIONS 6.1 Offshore Acquisition The following replaces the first sentence of 3.1 Title and Risk of Loss as it applies to offshore acquisitions: Title to each Machine will pass to you upon shipment provided IBM World Trade Corporation has received payment in full.

  • Upon the completion of the Offshore Acquisition, the funds of Hunan Sany Port Equipment will not be subject to the management of Sany Group, and an amount equal to the Hunan Asset Consideration net of any amount due from Sany Group to Hunan Sany Port Equipment as at the Closing Date as agreed by the Company and Sany Group will be outstanding and become payable on 30 September 2015.

  • There are no directors who will be appointed to the Board of the Company pursuant to or in connection with the Resolute Acquisition or the Resolute Offshore Acquisition.

  • Conditions Precedent to each Offshore Acquisition Advances.......................................43 3.04.

  • Given that the Offshore Acquisition and the Onshore Acquisition are related and the vendor for each of the Offshore Acquisition and the Onshore Acquisition is controlled by Mr. Liang Wengen, the Board considers it appropriate to aggregate the Onshore Acquisition and the Offshore Acquisition for the purpose of determining the requirements applicable to the Company under Chapter 14 and Chapter 14A of the Listing Rules in respect of the Acquisitions.

  • The consideration for the Offshore Acquisition shall be settled by the Company at completion by the issue of Convertible Preference Shares.

  • As soon as is reasonably practicable after a Conversion has been effected, the Company shall deliver to Holder a certificate or certificates representing the number of shares of capital stock (excluding any fractional share) issuable by reason of such conversion in such name or names and such denomination or denominations as Holder has specified.

  • The transactions contemplated under each of the Sales Agreement, the Hunan Lease and the Zhuhai Lease, the counterparties of which are connected persons of the Company, will also constitute continuing connected transactions of the Company under the Listing Rules upon completion of the Offshore Acquisition and the Onshore Acquisition.

  • Upon completion of the Offshore Acquisition, the Target Company will be a wholly-owned subsidiary of the Company, and hence the transactions contemplated under the Equity Transfer Agreement will be a transaction between the Group and a connected person of the Company and constitute a connected transaction of the Company under Rule 14A.25 of the Listing Rules.

Related to Offshore Acquisition

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • Control share acquisition means, subject to specified exceptions, the acquisition, directly or indirectly, by any person of ownership of, or the power to direct the exercise of voting power with respect to, issued and outstanding control shares. For the purposes of determining whether an acquisition constitutes a control share acquisition, shares acquired within 90 days or under a plan to make a control share acquisition are considered to have been acquired in the same acquisition. “Issuing public corporation” means a corporation which has (i) 100 or more shareholders, (ii) its principal place of business or its principal office in Indiana, or that owns or controls assets within Indiana having a fair market value of greater than $1,000,000, and (iii) (A) more than 10% of its shareholders resident in Indiana, (B) more than 10% of its shares owned of record or owned beneficially by Indiana residents, or (C) 1,000 shareholders resident in Indiana.

  • Company Acquisition means (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which the stockholders of the Company immediately preceding such transaction hold less than fifty percent (50%) of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of fifty percent (50%) of the aggregate fair market value of the Company's business immediately prior to such sale, or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of fifty percent (50%) of the voting power of the then outstanding shares of capital stock of the Company.

  • Offshore Transaction Any “offshore transaction” as defined in Rule 902(h) of Regulation S.

  • 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.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

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

  • Transformative Acquisition means any acquisition or Investment by the Borrower or any Restricted Subsidiary that is either (a) not permitted by the terms of this Agreement immediately prior to the consummation of such acquisition or Investment or (b) if permitted by the terms of this Agreement immediately prior to the consummation of such acquisition or Investment, would not provide the Borrower and its Restricted Subsidiaries with adequate flexibility under this Agreement for the continuation and/or expansion of their combined operations following such consummation, as determined by the Borrower acting in good faith.

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Offshore facility ’ means any facility of any kind located in, on, or under any of the navigable waters of the United States, and any facility of any kind which is subject to the ju- risdiction of the United States and is located in, on, or under any other waters, other than a vessel or a public vessel;

  • Limited Condition Acquisition means any acquisition, including by way of merger, by the Borrower or one or more of its Restricted Subsidiaries permitted pursuant to this Agreement whose consummation is not conditioned upon the availability of, or on obtaining, third party financing.

  • Offshore Global Note means a Global Note representing Notes issued and sold pursuant to Regulation S.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Acquisition means (a) the purchase or other acquisition by a Person or its Subsidiaries of all or substantially all of the assets of (or any division or business line of) any other Person, or (b) the purchase or other acquisition (whether by means of a merger, consolidation, or otherwise) by a Person or its Subsidiaries of all or substantially all of the Equity Interests of any other Person.

  • Stock Acquisition means the purchase or other acquisition by Borrower or any of its Subsidiaries of all of the Equity Interests (by merger, stock purchase or otherwise) in any other Person.

  • Exempt Acquisition means a share acquisition in respect of which the Board of Directors has waived the application of Section 3.1 pursuant to the provisions of Subsection 5.1(a) or (h);

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

  • Company Acquisition Proposal means any proposal for a merger or other business combination involving the Company or the acquisition of any equity interest in, or a substantial portion of the assets of, the Company, other than the transactions contemplated by this Agreement.

  • Business Acquisition means the acquisition of a company or any shares or securities or a business or undertaking (or, in each case, any interest in any of them) or the incorporation of a company.

  • Non-Control Acquisition means an acquisition by (i) an employee benefit plan (or a trust forming a part thereof) maintained by (x) the Company or (y) any corporation or other Person of which a majority of its voting power or its equity securities or equity interest is owned directly or indirectly by the Company (a “Subsidiary”), or (ii) the Company or any Subsidiary.

  • Permanent Offshore Global Note means an Offshore Global Note that does not bear the Temporary Offshore Global Note Legend.

  • Target Acquisition means the acquisition of Target Shares by Purchaser pursuant to a Scheme or an Offer.

  • Offshore waters means marine waters of the Pacific Ocean

  • Make-Whole Acquisition means the occurrence, prior to any Conversion Date, of one of the following: