Parent Dividend definition

Parent Dividend means a dividend, capital distribution or other distribution made by Parent to its stockholders, whether in cash, property, or securities of Parent and whether by liquidating distribution or otherwise; provided that any subdivision (by a split of shares or otherwise) or any combination (by a reverse split of shares or otherwise) of any outstanding shares shall not be a Parent Dividend; provided further that, with respect to all non-cash distributions paid or to be paid by Parent, such non-cash distributions (or any portion thereof, as determined by the board of directors of Parent in its sole discretion) will be either, as determined by the board of directors of Parent in its sole discretion, (i) valued in good faith by the board of directors of Parent (and the value so determined will be treated as Parent Dividends as of the date such non-cash distributions were paid by Parent) or (ii) excluded from Parent Dividends until converted into or exchanged for cash, or otherwise actually paid by Parent in cash.
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Parent Dividend means any dividend or other distribution in respect of, or any redemption or repurchase of, the capital stock of any Parent, whether in cash, property or obligations of Parent, other than a dividend or other distribution payable solely in the form of its capital stock.
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Parent Dividend means the one-time recharacterization of the intercompany loan balance owing by OGE Energy Corp. to the Borrower to a dividend from the Borrower to OGE Energy Corp.; provided, that (i) the Borrower shall make no cash payments to OGE Energy Corp. in connection with such recharacterization and (ii) such intercompany loan shall be deemed extinguished and repaid to the extent of such dividend.
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Examples of Parent Dividend in a sentence

  • Each such notice shall specify the date fixed for payment of the Dividend in respect of the Dividend Event or the Parent Dividend in respect of a Parent Dividend Event, as applicable, the aggregate amount of the Dividend or Parent Dividend and the amount of the Seller Prepayment Portion applicable to this Note (which amount shall be based on a pro rata allocation of the Seller Prepayment Portion among this Note and all other notes for which this Note has been exchanged pursuant to Section 10.1).

  • All notices, requests and other communications under this Agreement must be in writing and will be deemed to have been duly given upon receipt to the parties at the following addresses or facsimiles (or at such other address or facsimile for a party as shall be specified by the notice): If to the Advisor Parent: Dividend Capital Advisors Group LLC 000 Xxxxxxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxx, Xxxxxxxx 00000 Attention: Xxxx X.

  • In the event Holder elects to have a portion or all of this Note prepaid in the amount up to or equal to the Seller Prepayment Portion applicable to this Note pursuant to this Section 3.2, Holder shall give the Company at least two Business Days notice prior to the date of such Dividend Event or Parent Dividend Event.

  • Hence, this is going to be discussed under the theme of Eviction or Displacement.

  • From February 25, 2020 until the date of this Agreement, no additional equity interests of Parent have been issued, other than Parent Shares issued in connection with or pursuant to the Parent Equity Plans, the Parent Savings Plan or the Parent Dividend Reinvestment and Stock Purchase Plan.

  • All outstanding equity securities of Parent are, and all Parent Shares issuable pursuant to the Parent Equity Plans, the Parent Savings Plan or the Parent Dividend Reinvestment and Stock Purchase Plan, when issued in accordance with the respective terms thereof, will be, duly authorized, validly issued, fully paid and nonassessable and free of preemptive rights.

  • With respect to clause (ii), such dividends and distributions shall be in addition to the Parent Dividend Consideration included as part of the Merger Consideration.

  • Event of Default that has or may have arisen under Section 9(c) of the Credit Agreement solely as a result of the Borrower's failure to comply with Section 8.5 of the Credit Agreement, due to the Parent making a dividend payment in the amount of $420,000 to its shareholders on April 4, 2018 (such failure, the "Existing Parent Dividend Payment Default").

  • Event of Default that has or may have arisen under Section 2(b) of the Third Amendment solely as a result of the Waiver Expiration Date (as defined in the Third Amendment) occurring on April 4, 2018, due to an Event of Default occurring under Section 9(c) of the Credit Agreement solely as a result of the Existing Parent Dividend Payment Default (such occurrence, the "Existing Waiver Expiration Date Default").

  • If a Parent Dividend Event shall occur prior to the CVR Termination Date, then on the date that is thirty (30) days following the date of such Parent Dividend Event (or such longer period as may be agreed in writing between Parent and Holder), Alimco shall be entitled to receive, and Parent shall be obligated to pay, an amount equal to nine percent (9%) of the Dividend Payment Amount paid by Parent for such Event payable in accordance with the terms of this Agreement.


More Definitions of Parent Dividend

Parent Dividend shall have the meaning set forth in Section 4.1(a)(i).
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Parent Dividend. ’ means a dividend paid or other distribution made by the Company ‘‘Parent Subscription Proceeds’’ means the total ordinary share capital invested in the Company
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Parent Dividend means a dividend or dividends paid by Parent to its pre-IPO stockholders in an amount not to exceed (x) $803,594,144.00 plus (y) all Over-Allotment Proceeds.
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Parent Dividend means the payment of cash dividends to stockholders of Parent in accordance with the Company Merger Agreement within 10 Business Days following the Company Acquisition Closing Date.
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Related to Parent Dividend

  • Special Dividend means any special or abnormal dividend or distribution in respect of securities (including a distribution of income or capital) and includes a dividend or distribution described by the entity declaring that dividend or distribution as:

  • Common Stock Dividend means a stock dividend declared and paid on the Common Stock that is payable in shares of Common Stock.

  • Ex-Dividend Date means the first date on which shares of the Common Stock trade on the applicable exchange or in the applicable market, regular way, without the right to receive the issuance, dividend or distribution in question, from the Company or, if applicable, from the seller of Common Stock on such exchange or market (in the form of due bills or otherwise) as determined by such exchange or market.

  • Dividend means any dividend (whether interim or final) resolved to be paid on Shares pursuant to the Articles.

  • Stock Dividend has the meaning set forth in Section 5(a)(i)(A).

  • Initial Dividend Payment Date means the Initial Dividend Payment Date as determined by the Board of Directors of the Corporation with respect to the AMPS or Other AMPS, as the case may be.

  • Dividend Amount means, with respect to any date on which the Company pays a dividend on its outstanding Common Stock, the amount of such dividend that is paid per share of Common Stock multiplied by (x) the Purchase Amount divided by (y) the Liquidity Price (treating the dividend date as a Liquidity Event solely for purposes of calculating such Liquidity Price).

  • Dividend Payment means dividends (in cash, Property or obligations) on, or other payments or distributions on account of, or the setting apart of money for a sinking or other analogous fund for, or the purchase, redemption, retirement or other acquisition of, any shares of any class of stock of the Company or of any warrants, options or other rights to acquire the same (or to make any payments to any Person, such as "phantom stock" payments, where the amount thereof is calculated with reference to the fair market or equity value of the Company or any of its Subsidiaries), but excluding dividends payable solely in shares of common stock of the Company.

  • Preferred Dividends means, for any period and without duplication, all Restricted Payments paid during such period on Preferred Equity Interests issued by the Parent or a Subsidiary. Preferred Dividends shall not include dividends or distributions (a) paid or payable solely in Equity Interests (other than Mandatorily Redeemable Stock) payable to holders of such class of Equity Interests, (b) paid or payable to the Parent or a Subsidiary, or (c) constituting or resulting in the redemption of Preferred Equity Interests, other than scheduled redemptions not constituting balloon, bullet or similar redemptions in full.

  • Parent Preferred Stock means the preferred stock, par value $0.01 per share, of Parent.

  • Preferred Stock Dividends means all dividends with respect to Preferred Stock of the Company or any Restricted Subsidiary held by Persons other than the Company or a Wholly Owned Restricted Subsidiary. The amount of any dividend of this kind shall be equal to the quotient of the dividend divided by the difference between one and the maximum statutory consolidated federal, state and local income rate (expressed as a decimal number between 1 and 0) then applicable to the issuer of the Preferred Stock.

  • annual cash dividend means cash dividends paid in any fiscal year of the Corporation to the extent that such cash dividends do not exceed, in the aggregate, the greatest of: (i) 200% of the aggregate amount of cash dividends declared payable by the Corporation on its Common Shares in its immediately preceding fiscal year; (ii) 300% of the arithmetic mean of the aggregate amounts of the annual cash dividends declared payable by the Corporation on its Common Shares in its three immediately preceding fiscal years; and (iii) 100% of the aggregate consolidated net income of the Corporation, before extraordinary items, for its immediately preceding fiscal year;

  • Cash Dividend means any dividend or distribution in respect of the Ordinary Shares which is to be paid or made to Shareholders as a class in cash (in whatever currency) and however described and whether payable out of share premium account, profits, retained earnings or any other capital or revenue reserve or account, and including a distribution or payment to Shareholders upon or in connection with a reduction of capital.

  • Dividends shall have the meaning provided in Section 10.6.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Regular Dividend means USD0.55 per Share per quarter. Upon any adjustment to the Initial Dividend Threshold (as defined in the Indenture) for the Convertible Notes pursuant to the Indenture, the Calculation Agent will make a corresponding adjustment to the Regular Dividend for the Transaction.

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Accumulated Dividends means, with respect to any share of Preferred Stock, as of any date, the aggregate accumulated and unpaid dividends on such share from the Issue Date until the most recent Dividend Payment Date on or prior to such date. There shall be no Accumulated Dividends with respect to any share of Preferred Stock prior to the first Dividend Payment Date.

  • Dividend Payment Date means February 15, May 15, August 15 and November 15 of each year.

  • Extraordinary Common Stock Event means (i) the issue of additional shares of the Common Stock as a dividend or other distribution on outstanding Common Stock, (ii) subdivision of outstanding shares of Common Stock into a greater number of shares of the Common Stock, or (iii) combination of outstanding shares of the Common Stock into a smaller number of shares of the Common Stock.

  • Dividend Date means a date specified in the Issue Resolution on which a dividend in respect of that preference share is payable.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Non-Cash Dividend means any Dividend which is not a Cash Dividend, and shall include a Spin-Off.

  • Dividend Record Date has the meaning set forth in Section 3(a).