Put Transaction definition

Put Transaction has the meaning specified in Section 9.2.
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Put Transaction means the consummation of the transaction endorsed to occur immediately prior to Merger, pursuant to which Target acquires shares of Brand and TCE held by Gillxx xxx Weinxx xx exchange for cash and Target Shares.
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Put Transaction means the occurrence of an Optional Put Triggering Event or a Mandatory Put Triggering Event, in each case, in accordance with the provisions of the Partnership Agreement.
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Examples of Put Transaction in a sentence

  • If the Issuer has not funded and consummated the Equity Put Transaction on or prior to the Outside Date, each Non-Participating Holder may at any time thereafter, by written notice to the Issuer, elect to participate in the Equity Put Transaction.

  • Notwithstanding the provisions of Sections 9.02(a) and 9.02(b), any Noteholder (a “Non-Participating Holder”), by written notice delivered to the Issuer within 10 calendar days after receipt of the Preservation Notice, may elect to be excluded from the Equity Put Transaction and, instead, shall be required not later than the Equity Put Date to exercise the Warrant portion of all Qualifying Equity held by such Non-Participating Holder.

  • The Ministry of External Affairs (MEA)’s standing instructions require that closing balance of cash during any month in any Mission or Post should not exceed six weeks’ requirement.

  • Despite the higher level of difficulties women reported in their workplaces, a high percentage of women and men noticed differences in their institution’s output (Q47).

  • Exelon’s failure to so agree clearly demonstrates that Exelon is merely attempting to preserve room to argue, as it has in recent correspondence, that “regardless of whether the Put Transaction has closed, the Spin Transaction will nevertheless proceed.”13The NRC should not indulge this gamesmanship.

  • However, as made clear in the LTA, Exelon’s request to terminate those arrangements is premised on Petitioner no longer holdingTo be clear, Exelon Generation could seek, at some future time, to supplement the LTA to request approval for a modified form of the Spin Transaction in which the Put Transaction has not closed.

  • The April 2020 Put Notice Letter stated that the cash pooling arrangement would survive the closing of the Put Transaction.

  • Indeed, the LTA, by Exelon’s own admission, may be subject to modification to reflect the present status quo – that EDF owns 49.99% of CENG – should the Put Transaction fail to close before the Spin Transaction.26 If this were to occur, EDF’s ability to protect its abiding commercial interests in CENG would be unclear.

  • Petitioner fails to explain why anything more is required.Furthermore, instead of focusing on the LTA, Petitioner points to various statements in other fora for the proposition that Exelon could choose, at some later point, to seek approval to close the Spin Transaction before the Put Transaction closes.

  • It is a scenario that reflects the status quo, in which EDF holds a 49.99% interest in CENG.In light of the Answer, Exelon has no reasonable basis to oppose a condition that the Put Transaction close prior to the Spin Transaction.

Related to Put Transaction

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Co-Investment Transaction means any transaction in which a Regulated Fund (or its Wholly-Owned Investment Sub (defined below)) participated together with one or more Affiliated Funds and/or one or more other Regulated Funds in reliance on the Order.

  • Subsequent Transaction has the meaning set forth in Section 1.08.

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

  • 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.

  • Void Transaction means any transaction wherein the transaction has taken place but has been cancelled /rejected /unsuccessful by the Alliance Partner.

  • Private Placement Transaction means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

  • Payment Transaction means an act, initiated by the payer or on his behalf or by the payee, of placing, transferring or withdrawing funds, irrespective of any underlying obligations between the payer and the payee;

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • Exempt Transaction means an increase in the percentage of the outstanding shares of Common Stock or the percentage of the combined voting power of the outstanding Voting Stock of the Company beneficially owned by any Person solely as a result of a reduction in the number of shares of Common Stock then outstanding due to the repurchase of Common Stock or Voting Stock by the Company, unless and until such time as (a) such Person or any Affiliate or Associate of such Person shall purchase or otherwise become the Beneficial Owner of additional shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or additional Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock, or (b) any other Person (or Persons) who is (or collectively are) the Beneficial Owner of shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock shall become an Affiliate or Associate of such Person.

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

  • Potential Co-Investment Transaction means any investment opportunity in which a Regulated Fund (or its Wholly-Owned Investment Sub) could not participate together with one or more Affiliated Funds and/or one or more other Regulated Funds without obtaining and relying on the Order.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the holders of Common Shares. Such term does not include:

  • Relevant Transaction has the meaning specified in Section 2.05(b)(ii).

  • Subject Transaction as defined in Section 6.8(d).

  • Replacement Transaction means, with respect to any Terminated Transaction or group of Terminated Transactions, a transaction or group of transactions that (i) would have the effect of preserving for Party B the economic equivalent of any payment or delivery (whether the underlying obligation was absolute or contingent and assuming the satisfaction of each applicable condition precedent) by the parties under Section 2(a)(i) in respect of such Terminated Transaction or group of Terminated Transactions that would, but for the occurrence of the relevant Early Termination Date, have been required after that Date, and (ii) has terms which are substantially the same as this Agreement, including, without limitation, rating triggers, Regulation AB compliance, and credit support documentation, save for the exclusion of provisions relating to Transactions that are not Terminated Transaction, as determined by Party B in its sole discretion, acting in a commercially reasonable manner.

  • Qualified Securitization Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Restricted Subsidiaries pursuant to which the Company or any of its Subsidiaries may sell, convey or otherwise transfer to:

  • Exempt Transactions means the transactions described in the section hereof titled “Exempt Transactions.”

  • Restricted Payment Transaction means any Restricted Payment permitted pursuant to Section 409, any Permitted Payment, any Permitted Investment, or any transaction specifically excluded from the definition of the term “Restricted Payment” (including pursuant to the exception contained in clause (i) and the parenthetical exclusions contained in clauses (ii) and (iii) of such definition).

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

  • Significant Transaction means a transaction which meets any one of the tests below:

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

  • Termination Transaction has the meaning set forth in Section 11.2.B hereof.

  • Credit transaction means any transaction by the terms of which the repayment of money loaned or loan commitment made, or payment for goods, services, or properties sold or leased, is to be made at a future date or dates.

  • Pro Forma Transaction means any transaction consummated as part of any Permitted Acquisition, together with each other transaction relating thereto and consummated in connection therewith, including any incurrence or repayment of Indebtedness.