Pinnacle Acquisition definition

Pinnacle Acquisition means the acquisition by the Company, via Merger Sub, of all of the outstanding equity interests in Pinnacle pursuant to the Pinnacle Acquisition Agreement.
Sample 1Sample 2Sample 3
Pinnacle Acquisition means that certain asset acquisition by one or more of the Borrowers pursuant to that certain Asset Purchase Agreement dated as of March 30, 2011 between UniTek Parent as buyer and Pinnacle Wireless, Inc. and certain others as sellers.
Sample 1Sample 2Sample 3
Pinnacle Acquisition means that certain asset acquisition by one or more of the Loan Parties pursuant to that certain Asset Purchase Agreement dated as of March 30, 2011 between the Borrower as buyer and Pinnacle Wireless, Inc. and certain others as sellers.
Sample 1

Examples of Pinnacle Acquisition in a sentence

  • Pinnacle, Acquisition Holdings and the Target Company are sometimes collectively referred to herein as the “Companies” and the acquisition of the Target Company is referred to herein as the “Acquisition”.

  • Pinnacle non solicitation Pinnacle is subject to customary non-solicitation provisions set out in the Acquisition Agreement which prohibit Pinnacle from soliciting any Pinnacle Acquisition Proposal prior to obtaining Pinnacle Shareholder Approval.

  • However, if at any time prior to obtaining Pinnacle Shareholder Approval, Pinnacle receives a request for material non-public information, or to enter into discussions, from a person that proposes to Pinnacle an unsolicited bona fide written Pinnacle Acquisition Proposal, Pinnacle may engage in or participate in discussions or negotiations regarding such Pinnacle Acquisition Proposal in accordance with the terms and conditions of the Acquisition Agreement.

  • Seller agrees to use its reasonable best efforts to cause all rights, powers and obligations under the Pinnacle Acquisition Agreement to be assigned to Seller or an affiliate of Seller (other than the Subject Entities) in full substitution for Charter.

  • The sampling rate for this device was 10 Hz, and data acquisition was performed through wireless transmission and visualized with Pinnacle Acquisition Laboratory (PAL 8400) software.

  • In this case the Customer shall neither be entitled to an additional delivery nor to any reduction and damages.

  • Specific Performance A-46 AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of October 24, 2006 among PowerDsine Ltd., an Israeli company (the “Company”), Microsemi Corporation, a Delaware corporation (“Parent”), and Pinnacle Acquisition Corporation Ltd, an Israeli company and a wholly owned subsidiary of Parent (“Merger Subsidiary”).

  • Before giving effect to the Pinnacle Acquisition, Holdings does not have any subsidiaries other than MergerCo. After giving effect to the Pinnacle Acquisition, Holdings does not have any subsidiaries other than the Borrower and the Subsidiaries.

  • Seller hereby agrees to indemnify, defend and hold Buyer -------- and its affiliates (including, without limitation, following the Closing, each of the Subject Entities) harmless from and against (i) any Loss or Losses relating to or arising under the Pinnacle Acquisition Agreement and (ii) any Loss or Losses of Pinnacle incurred prior to the Closing Date.

  • Pinnacle Acquisition Mr. Wilmott continued, “On October 15, we completed our acquisition of Pinnacle Entertainment.


More Definitions of Pinnacle Acquisition

Pinnacle Acquisition means the acquisition by the Borrower on or prior to October 30, 1998 of all or substantially all of the assets of Pinnacle Brands Inc. and its subsidiaries; provided that the aggregate consideration therefor does not exceed $3,000,000.
Sample 1
Pinnacle Acquisition means the Merger and the other transactions contemplated by the Merger Agreement and the other Pinnacle Acquisition Documents.
Sample 1

Related to Pinnacle 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.

  • 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.

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

  • 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.

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

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

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

  • 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.

  • 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.

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

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

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

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

  • 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.

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

  • 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.

  • 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.

  • REO Acquisition The acquisition by the Master Servicer on behalf of the Trustee for the benefit of the Certificateholders of any REO Property pursuant to Section 3.14.

  • 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.

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.

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

  • 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);

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

  • 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;

  • 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.