Share Purchase Transaction definition

Share Purchase Transaction has the meaning set out in the preamble; “Share Transfer” has the meaning set forth in Section 4(b);
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Share Purchase Transaction means the share purchase transaction contemplated by the Share Purchase Agreement whereby the Purchaser shall purchase the shares of the Petitioners for the Proceeds as the purchase price.
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Share Purchase Transaction has the meaning given to it in Section 2.1; and
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Examples of Share Purchase Transaction in a sentence

  • The total value of consideration for the Share Purchase Transaction of Montri to be paid by the Company to the Seller of Montri Shares is THB 539,000,000 for the purchase of 90 percent of all issued and paid-up shares in Montri.

  • The Share Purchase Transaction of Montri shall proceed only after the conditions precedent as specified in the Shares Purchase Agreement between the Company and the Seller of Montri Shares including other agreements, contracts, and documents relating to the transaction have been fulfilled.

  • However, after the execution of the Share Purchase Transaction, Mrs.

  • In this regard, the Board of Directors deemed it appropriate to propose that the Shareholders’ meeting consider and approve any agendas relating to the Share Purchase Transaction of Montri.

  • Therefore, the Board of Directors deems it appropriate to propose the Share Purchase Transaction, which is an asset acquisition transaction, to the shareholders for consideration and approval of such transaction at the same time.

  • The total allocation shall represent the actuarial reserve requirements for benefits accrued underthe plan and may be distributed either in the form of cash or deferred annuities.

  • Although the Share Purchase Transaction is not classified as an asset acquisition transaction which must be approved by shareholders’ meeting, it is considered a connected transaction which must be approved by shareholders’ meeting.

  • In addition, the Company will consider changing the legal representatives and the managements of the Target Companies after the Share Purchase Transaction in which the Company will appoint, in majority, personnel from the Company, to be legal representatives and management team of the Target Companies.

  • The Offer Price is in accordance to the purchase price under the Share Purchase Transaction and the subscription price under the Share Subscription Transaction in which the Tender Offeror has acquired shares of the Business for the total amount of 593,484,783 shares, equivalent to 51 percent of the total issued shares of the Business, acquired on 13 December 2021.

  • The offer price is THB 5.75 (Five point seven five Baht) per share (the “Offer Price”), which is the same price as the purchase price under the Share Purchase Transaction and the subscription price under the Share Subscription Transaction.


More Definitions of Share Purchase Transaction

Share Purchase Transaction has the meaning set out in Recital B of this Agreement. “subsidiary” has the meaning set out in the Business Corporations Act (British Columbia).
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Share Purchase Transaction means the acquisition of the Interests by Purchaser.
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Related to Share Purchase Transaction

  • Purchase Transaction means a purchase of scrap metal, or the purchase of property described in section 10 if the knowing purchase or offer to purchase that property is not prohibited by that section, by a scrap metal dealer. The term does not include any of the following:

  • Debt Purchase Transaction means, in relation to a person, a transaction where such person:

  • repurchase transaction means a transaction governed by an agreement by which a counterparty transfers securities or guaranteed rights relating to title to securities where that guarantee is issued by a recognised exchange which holds the rights to the securities and the agreement does not allow a counterparty to transfer or pledge a particular security to more than one counterparty at a time, subject to a commitment to repurchase them, or substituted securities of the same description at a specified price on a future date specified, or to be specified, by the transferor, being a repurchase agreement for the counterparty selling the securities and a reverse repurchase agreement for the counterparty buying them;

  • Share Purchase has the meaning set out in Section 2.1.

  • Share Purchase Agreement has the meaning set forth in the Recitals.

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • 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.

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

  • Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

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

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

  • 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.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Online Transaction means any Phone/Electronic Transaction requested through an Electronic Transmission over the Internet.

  • Acquisition Transaction has the meaning set forth in Section 5.09(a).

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Related Transactions means the initial borrowing under the Revolving Loan on the Closing Date, the Refinancing, the payment of all fees, costs and expenses associated with all of the foregoing and the execution and delivery of all of the Related Transactions Documents.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • 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.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Purchase and Sale Agreement means that certain Purchase and Sale Agreement, dated as of the Closing Date, between the Transferor, as the seller, and the Borrower, as the purchaser, as amended, modified, waived, supplemented, restated or replaced from time to time.