Special Cash Dividend definition

Special Cash Dividend means a cash dividend that the Board determines is not in the ordinary course of business and is considered a “corporate transaction” under Treasury Regulation Section 1.424-1(a)(3)(ii).
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Special Cash Dividend means any cash dividend which is not an ordinary cash dividend.
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Special Cash Dividend means the proposed special distribution of a cash
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Examples of Special Cash Dividend in a sentence

  • Additional Units which are credited as Special Cash Dividend Equivalents will be treated for purposes of vesting and payment (and any other applicable terms and conditions) as if part of the original Units in relation to which such additional Units are credited as Special Cash Dividend Equivalents.

  • Cash Dividends are not adjusted in the Price Return version of the Index while Special Cash Dividend payments and other distributions are included in the Index.

  • The Special Cash Dividend will allow the Shareholders to immediately realise the value from their shareholdings in the Company.

  • Ample Capital, on behalf of the Offeror and pursuant to the Takeovers Code, is making the Offer to the Independent AGP Shareholders to acquire all the AGP Shares (other than those already owned by the Offeror and SEA) on the following basis: For every 4 AGP Shares 1 Consideration Share(being an issued SEAShare held by the Offeror) and HK$3.0 (being an amountequivalent to the SEA Special Cash Dividend) As at the Latest Practicable Date, there were 886,347,812 AGP Shares in issue.

  • The remainder of the proceeds (which is estimated to be not less than approximately HK$3,000 million) will be paid to the Shareholders in the form of the Special Cash Dividend.

  • EXCEL DEVELOPMENT EGM The Excel Development EGM will be held for the purpose of considering and, if thought fit, approving, among other things, the ordinary resolutions in respect of the Special Cash Dividend and the special deals in relation to the Sureguard Loan and the Share Charge by way of poll at the Excel Development EGM.

  • To enable accepting Independent AGP Shareholders to retain the same entitlements as under the original proposed timetable, the Offeror revised the terms of the share exchange offer to include the Cash Portion of the Offer, which is an amount equivalent to the SEA Special Cash Dividend.

  • Based on those dates, Independent AGP Shareholders accepting the share exchange offer would have acquired Consideration Shares from the Offeror together with all rights accruing or attaching thereto (including the SEA Special Cash Dividend), they would have been paid such dividend on 21 June 2017.

  • It is the expectation of the parties that such Special Cash Dividend will be paid as soon as practicable following the date the Company Stockholder Approval is obtained.

  • Under the original timetable in the Joint Announcement, the original Closing Date of the share exchange offer was expected to be 26 May 2017, and the payment date of the SEA Special Cash Dividend was expected to be 21 June 2017.


More Definitions of Special Cash Dividend

Special Cash Dividend means a special cash dividend in lieu of a dividend in Associates Stock payable on Participating Stock held in the Ford Stock Fund.
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Special Cash Dividend means any cash dividend which is not an ordinary cash dividend. 122. Manner of payment of dividends
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Special Cash Dividend means the special cash dividend as set out in the section
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Special Cash Dividend means any dividend in cash which is declared by the Company to be a special dividend, an extraordinary dividend and/or a return of capital (or is otherwise not declared to be an ordinary dividend).
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Special Cash Dividend means a distribution by any Loan Party as a result of the sale of one or more Properties or cash consideration in connection with a Permitted Management Internalization Event so long as: (i) no Event of Default exists after giving effect to the applicable distribution; (ii) Borrower maintains Liquidity of not less than $90,000,000.00 if in connection with the sale of Properties; (iii) Borrower maintains Liquidity of not less than $65,000,000.00 if in connection with a Permitted Management Internalization Event; and (iv) the effective date of such distribution is prior to March 31, 2020 if in connection with the sale of Properties.
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Special Cash Dividend means that certain special cash dividend payable to holders of record of the Company’s common stock (other than Misys and its affiliates) as of the close of business on the business day immediately preceding the consummation of the MHS Acquisition pursuant to Section 3.3 of the Merger Agreement in an aggregate amount not to exceed $330,000,000 and not to exceed the aggregate purchase price paid by Misys or its affiliate designee for shares of common stock of the Company pursuant to Section 3.2 of the Merger Agreement.
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Related to Special Cash Dividend

  • annual cash dividend means cash dividends paid in any fiscal year of the Corporation to the extent that such cash dividends do not exceed, in the aggregate, the greatest of: (i) 200% of the aggregate amount of cash dividends declared payable by the Corporation on its Common Shares in its immediately preceding fiscal year; (ii) 300% of the arithmetic mean of the aggregate amounts of the annual cash dividends declared payable by the Corporation on its Common Shares in its three immediately preceding fiscal years; and (iii) 100% of the aggregate consolidated net income of the Corporation, before extraordinary items, for its immediately preceding fiscal year;

  • Cash Dividend means any dividend or distribution in respect of the Ordinary Shares which is to be paid or made to Shareholders as a class in cash (in whatever currency) and however described and whether payable out of share premium account, profits, retained earnings or any other capital or revenue reserve or account, and including a distribution or payment to Shareholders upon or in connection with a reduction of capital.

  • Non-Cash Dividend means any Dividend which is not a Cash Dividend, and shall include a Spin-Off.

  • Extraordinary Cash Dividend means any cash dividend with respect to the Common Stock the amount of which, together with the aggregate amount of cash dividends on the Common Stock to be aggregated with such cash dividend in accordance with the provisions of this paragraph, equals or exceeds the threshold percentage set forth in item (i) below. For purposes of item (i) below, the "Measurement Period" with respect to a cash dividend on the Common Stock shall mean the 365 consecutive day period ending on the date prior to the Ex-Dividend Time with respect to such cash dividend, and the "Relevant Cash Dividends" with respect to a cash dividend on the Common Stock shall mean the cash dividends on the Common Stock with Ex-Dividend Times occurring in the Measurement Period.

  • Ordinary Cash Dividends means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of shares of Common Stock issuable on exercise of each Warrant) does not exceed $0.50 (being 5% of the offering price of the Units in the Offering).

  • Cash Dividends shall have the meaning set forth in Section 3(a).

  • Regular Periodic Cash Dividend means cash dividends paid at regular intervals in any fiscal year of the Corporation to the extent that such cash dividends do not exceed, in the aggregate, the greatest of:

  • Special Dividend means any special or abnormal dividend or distribution in respect of securities (including a distribution of income or capital) and includes a dividend or distribution described by the entity declaring that dividend or distribution as:

  • Cash Distribution means the distribution by the Company to all holders of its Common Stock of cash, other than any cash that is distributed upon a merger or consolidation to which Section 2(h) applies or as part of a distribution referred to in paragraph (4) of Section 2(b).

  • Stock Dividend has the meaning set forth in Section 5(a)(i)(A).

  • Common Stock Dividend means a stock dividend declared and paid on the Common Stock that is payable in shares of Common Stock.

  • Dividend means any dividend (whether interim or final) resolved to be paid on Shares pursuant to the Articles.

  • Extraordinary Distribution means any dividend or other distribution (effected while any of the shares of ESOP Preferred Stock are outstanding) (a) of cash, where the aggregate amount of such cash dividend and distribution together with the amount of all cash dividends and distributions made during the preceding period of 12 months, when combined with the aggregate amount of all Pro Rata Repurchases (for this purpose, including only that portion of the aggregate purchase price of such Pro Rata Repurchase which is in excess of the Fair Market Value of the Common Stock repurchased as determined on the applicable expiration date (including all extensions thereof) of any tender offer or exchange offer which is a Pro Rata Repurchase, or the date of purchase with respect to any other Pro Rata Repurchase which is not a tender offer or exchange offer made during such period), exceeds Twelve and One- Half percent (12.5%) of the aggregate Fair Market Value of all shares of Common Stock outstanding on the record date for determining the shareholders entitled to receive such Extraordinary Distribution and (b) any shares of capital stock of the Corporation (other than shares of Common Stock), other securities of the Corporation (other than securities of the type referred to in paragraph I(2)), evidence of indebtedness of the Corporation or any other person or any other property (including shares of any subsidiary of the Corporation), or any combination thereof. The Fair Market Value of an Extraordinary Distribution for purposes of paragraph I(4) shall be the sum of the Fair Market Value of such Extraordinary Distribution plus the amount of any cash dividends which are not Extraordinary Distributions made during such twelve- month period and not previously included in the calculation of an adjustment pursuant to paragraph I(4).

  • Preferred Stock Dividends means all dividends with respect to Preferred Stock of the Company or any Restricted Subsidiary held by Persons other than the Company or a Wholly Owned Restricted Subsidiary. The amount of any dividend of this kind shall be equal to the quotient of the dividend divided by the difference between one and the maximum statutory consolidated federal, state and local income rate (expressed as a decimal number between 1 and 0) then applicable to the issuer of the Preferred Stock.

  • Dividend Amount means, with respect to any date on which the Company pays a dividend on its outstanding Common Stock, the amount of such dividend that is paid per share of Common Stock multiplied by (x) the Purchase Amount divided by (y) the Liquidity Price (treating the dividend date as a Liquidity Event solely for purposes of calculating such Liquidity Price).

  • Recapitalization Event means any event of share combination or subdivision, distribution of bonus shares or any other similar reclassification, reorganization or recapitalization of the Company’s share where the shareholders retain their proportionate holdings in the Company.

  • Extraordinary Common Stock Event means (i) the issue of additional shares of the Common Stock as a dividend or other distribution on outstanding Common Stock, (ii) subdivision of outstanding shares of Common Stock into a greater number of shares of the Common Stock, or (iii) combination of outstanding shares of the Common Stock into a smaller number of shares of the Common Stock.

  • Cash Distributions means dividends, interest and other distributions and payments (including proceeds of liquidation, sale or other disposition) made or received in cash upon or with respect to any Collateral.

  • Special Distribution has the meaning set forth in Section 11.4.

  • Extraordinary Dividend means any cash dividend or distribution (or portion thereof) that the Calculation Agent determines, in its sole discretion, is extraordinary or special; and

  • Dividends shall have the meaning provided in Section 10.6.

  • Initial Dividend Payment Date means the Initial Dividend Payment Date as determined by the Board of Directors of the Corporation with respect to the AMPS or Other AMPS, as the case may be.

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Capital Stock Sale Proceeds means the aggregate cash proceeds received by the Company from the issuance or sale (other than to a Subsidiary of the Company or an employee stock ownership plan or trust established by the Company or any such Subsidiary for the benefit of their employees) by the Company of its Capital Stock (other than Disqualified Stock) after the Issue Date, net of attorneys’ fees, accountants’ fees, underwriters’ or placement agents’ fees, discounts or commissions and brokerage, consultant and other fees actually incurred in connection with such issuance or sale and net of taxes paid or payable as a result thereof.

  • Dividend Payment Date means February 15, May 15, August 15 and November 15 of each year.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).