Phoenix Acquisition definition

Phoenix Acquisition means the purchase of all of the outstanding capital stock of Phoenix International Freight Services, Ltd. on terms and conditions substantially consistent with those set forth in that certain Purchase Agreement among Phoenix International Freight Services, Ltd., the Persons listed on Annex A thereto as Selling Shareholders, the Borrower, and Xxxxx Xxxxxxx XxXxxxxxx and Xxxx Xxxxxxx as representatives of such Selling Shareholders.
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Phoenix Acquisition means the proposed acquisition by the Borrower (or a Subsidiary of the Borrower, as its assignee) of substantially all of the assets of television station KTVK(TV) in Phoenix, Arizona and certain broadcast assets of television station KASW(TV) in Phoenix, Arizona from Gannett Co., Inc. pursuant to the Phoenix Purchase Agreement.
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Phoenix Acquisition means the acquisition by Company of the assets of the Phoenix Marketing Group subsidiary of Access Worldwide Communications, Inc., for $33.0 million in cash, plus the assumption by Company of certain indebtedness totaling approximately $2.0 million.
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Examples of Phoenix Acquisition in a sentence

  • To the Company: Phoenix Acquisition Limited Regus MBFC Marina Bay Financial Centre, Tower 35000 00 Xxxxxx Xxxxxxxxx, Xxxxx 00 Xxxxxxxxx 000000 Attn: Xx. Xxxxx Xxxxxxxxxxx Farmer, Chief Executive Officer E-mail: xxxxx@xxxxxxx-xxx.xxx with a copy to: Loeb& Loeb LLP 2206-19 Xxxxxxx Xxxxx 0 Xxxxxxxxx Xxxxx Xxxxxxx Xxxx Xxxx SAR Attn: Xxxxxxxx Xxxxxx, Esq.

  • Singapore 018982 Ladies and Gentlemen: Phoenix Acquisition Limited (the “Company”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”), pursuant to a registration statement on Form S-1 (“Registration Statement”).

  • Nothing has come to the Company’s attention that has caused it to believe that the Merger will not be consummated substantially in accordance with the terms and conditions of the Agreement and Plan of Merger, dated as of November 26, 2012, among Ralcorp, the Company and Phoenix Acquisition Sub Inc.

  • The Borrower will, and will cause each Subsidiary to, use the proceeds of the Credit Extensions for general corporate and working capital purposes, capital expenditures, dividends and distributions, repurchases of the Borrower’s common stock, the Phoenix Acquisition, the Freightquote Acquisition and other Acquisitions that constitute Permitted Acquisitions.

  • The Borrower will not, nor will it permit any Subsidiary, to make any Acquisition other than the Phoenix Acquisition, the Freightquote Acquisition and any other Permitted Acquisition.

  • Email: xxxxxxxxx@xxxxxxxxx.xxx Fax: (000) 000-0000 If to the Company: Phoenix Acquisition Limited Regus MBFC Marina Bay Financial Centre, Tower 35000 00 Xxxxxx Xxxxxxxxx, Xxxxx 00 Xxxxxxxxx 000000 Attn: Xx. Xxxxx Xxxxxxxxxxx Farmer, Chief Executive Officer Email: xxxxx@xxxxxxx-xxx.xxx Copy to (which copy shall not be deemed to constitute notice to the Company): Loeb & Loeb LLP 2206-19 Xxxxxxx Xxxxx 0 Xxxxxxxxx Xxxxx Xxxxxxx, Xxxx Xxxx SAR Attn: Xxxxxxxx X.

  • II, its general partner By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Director & Partner by: Saints Capital VI, LLC, its General Partner By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Managing Member This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered as of the 4th day of January, 2011, by and among Merisel, Inc., a Delaware corporation (the “Company” or the “Registrant”) and Phoenix Acquisition Company II, L.L.C., a Delaware limited liability company (“Investor”).

  • Xxxxxxx Telecopy: (000) 000-0000 if to Phoenix Acquisition Company II, L.L.C., as initial Holder of this Note, to: Stonington Partners, Inc.

  • Phoenix and each Phoenix Subsidiary shall, and shall cause each of the Phoenix Representatives to, immediately cease and cause to be terminated any and all existing discussions, negotiations, and communications with any Persons with respect to any existing or potential Phoenix Acquisition Proposal.

  • D’Andrea Phoenix Acquisition LLC anticipates using up to 500 acre-feet of effluent per year.


More Definitions of Phoenix Acquisition

Phoenix Acquisition means the acquisition of stock of Phoenix Fuel Co., Inc. by the Company or by Giant Industries Arizona, Inc. that complies with the following: (i) such acquisition is pursuant to the terms of the Stock Purchase Agreement dated as of April 30, 1997 by and among Phoenix Fuel Co., Inc., X.X. Xxxxxxx, Trustee, the other Trustees and Custodian therein named, and Giant Industries Arizona, Inc., as may be amended (provided that any material amendment shall require consent of the Majority Banks), and (ii) the terms and conditions of such acquisition shall comply with all material federal, state and local laws and regulations, including, but not limited to, compliance with the Xxxx Xxxxx Xxxxxx Act and all other applicable laws and regulations.
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Phoenix Acquisition means the proposed acquisition by Sovryn Holdings, Inc. of certain assets related to the KPHE low power television station, pursuant to the terms of that certain Asset Purchase Agreement, dated July 13, 2021, by and among Sovryn Holdings, Inc. and Lotus TV of Phoenix LLC
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Phoenix Acquisition means the acquisition by Company of the assets of the Phoenix Marketing Group subsidiary of Access Worldwide Communications, Inc. for $33.0 million in cash, plus the assumption by Company of certain indebtedness totaling approximately $2.0 million.
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Related to Phoenix Acquisition

  • 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.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • 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.

  • Stock 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) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • 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.

  • Land acquisition means the taking of or alienation of land, buildings or other assets thereon for purposes of the Project.

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

  • 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.

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • 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.

  • 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);

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • date of acquisition means the date of acquisition required for accounting purposes;

  • 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.

  • 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.

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

  • Dividend Reinvestment Acquisition means an acquisition of Voting Shares of any class pursuant to a Dividend Reinvestment Plan;

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

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

  • 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.

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

  • 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.

  • 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.

  • Acquisition Corp. shall have the meaning given to such term in the preamble to this Agreement.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.