Spa Business Combination definition

Spa Business Combination means any transaction or series of related transactions pursuant to which Seller directly or indirectly may sell or otherwise transfer or could be deemed to have transferred the Spa Business or the Contributed Assets (other than in the Ordinary Course of Business), except that the following shall not constitute a Spa Business Combination: (a) the acquisition by any Person or “group” (as such term is defined in Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder) of beneficial ownership of outstanding voting securities of Seller, (b) any merger or business combination with another entity that results in the shareholders of Seller immediately prior to the merger or business combination owning less than 50% of the voting power of the surviving entity immediately following the closing of the merger or business combination or (c) the Associated Center Sale.

Examples of Spa Business Combination in a sentence

  • Seller shall be entitled to provide a summary of the provisions of this Section 6.6 to third parties who, on an unsolicited basis after the date hereof, contact Seller or its Representatives concerning a Spa Business Combination so long as Buyer is concurrently notified of such contact.

Related to Spa Business Combination

  • Business Combination means any merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses, involving the Company.

  • Initial Business Combination means the acquisition by the Company, whether through a merger, share exchange, asset acquisition, stock purchase, reorganization, recapitalization or similar type of transaction, of one or more business or entities (“Target Business” or “Target Businesses”), whose collective fair market value is equal to at least 80% of the balance in the Trust Account and resulting in ownership by the Company or the holders of IPO Shares of at least 51% of the voting equity interests of the Target Business or Businesses or all or substantially all of the assets of the Target Business or Businesses;

  • Business Combination Date means the date upon which a Business Combination is consummated.

  • Business Combination Transaction means:

  • Business Combination Proposal means any offer, inquiry, proposal or indication of interest (whether written or oral, binding or non-binding, and other than an offer, inquiry, proposal or indication of interest with respect to the transactions contemplated hereby), relating to a Business Combination.