Tender Offer and Consent Solicitation definition

Tender Offer and Consent Solicitation shall have the meaning provided in Section 5.06.
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Tender Offer and Consent Solicitation means the tender offer and consent solicitation pursuant to the Offer to Purchase dated October 12, 2005.
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Tender Offer and Consent Solicitation has the meaning specified in Section 4.01(e)(i).
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Examples of Tender Offer and Consent Solicitation in a sentence

  • The Company's interpretations of the terms and conditions of the Tender Offer and Consent Solicitation (including the instructions in this Letter of Transmittal) shall be final and binding.

  • If the "Applied For" box in Part I is so checked and the Depositary is not provided with a TIN by the time of payment, the Depositary will withhold 28% on all such payments received pursuant to the Tender Offer and Consent Solicitation until a TIN is provided to the Depositary.

  • As of the Closing Date, (i) all indebtedness issued in connection with this Agreement or the Tender Offer and Consent Solicitation shall be New Second Lien Notes and (ii) all New Second Lien Notes issued on the Closing Date that are (x) IAI notes shall trade under a single IAI CUSIP number, (y) Reg S notes shall trade under a single Reg S CUSIP number and (z) 144A notes shall trade under a single 144A CUSIP number.

  • The Company also reserves the absolute right to waive, in whole or in part, any of the conditions of the Tender Offer and Consent Solicitation and any defect or irregularity in the tender of any particular Notes or in the delivery of Consents.

  • Failure to provide the information on the form may subject the tendering U.S. Holder to backup withholding at a rate equal to the fourth lowest rate of income tax applicable to unmarried individuals (which is currently 28%) on the payments made to the U.S. Holder with respect to Notes purchased pursuant to the Tender Offer and Consent Solicitation.

  • Failure to provide such Holder's TIN on the Substitute Form W-9, if applicable, may subject the tendering Holder (or other payee) to a $50.00 penalty imposed by the Internal Revenue Service, and payments that are made to such tendering Holder pursuant to the Tender Offer and Consent Solicitation may be subject to backup withholding (see below).

  • Tendering Holders should indicate in the applicable box or boxes the name(s) and address(es) to which Notes for principal amounts not tendered or not accepted for payment or checks constituting payments for Notes to be purchased made in connection with the Tender Offer and Consent Solicitation are to be issued or sent, if different from the name(s) and address(es) of the Holder signing this Letter of Transmittal.

  • If backup withholding applies to a tendering Holder, the Depositary is required to withhold 28% of any payments made to such Holder pursuant to the Tender Offer and Consent Solicitation.

  • If Players commences the Tender Offer and Consent Solicitation at Buyer's request pursuant to this Section 5.12(c) and this Agreement is subsequently terminated under circumstances in which Buyer is entitled to neither the Termination Fee pursuant to Section 7.3(b) nor reimbursement of expenses pursuant to Section 7.3(c), then Buyer shall reimburse Players for all its expenses related thereto.

  • All mailings to the holder of the Senior Notes in connection with the Tender Offer and Consent Solicitation shall be subject to prior review, comment and approval of Buyer.


More Definitions of Tender Offer and Consent Solicitation

Tender Offer and Consent Solicitation as defined in Section 5.1(b).
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Tender Offer and Consent Solicitation means (i) the Tender Offer and Consent Solicitation Statement of the Borrower relating to $4,389,486,000 of debt securities, and (ii) the Tender Offer and Consent Solicitation Statement of Holdings relating to $373,750,000 of TOPrS, each dated as of April 13, 1999, as the same may be amended from time to time with the consent of the Majority SMA.
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Tender Offer and Consent Solicitation means the tender offer and consent solicitation by RHDI launched on November 21, 2005 to repurchase the RHDI Senior Notes whereby $317.1 million of the RHDI Senior Notes were tendered by the expiration date of such tender offer and consent solicitation.
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Tender Offer and Consent Solicitation means the tender offer and consent solicitation commenced by Len Acquisition Corporation on March 31, 2000, with regard to the U.S. Home Existing Debt Issues.
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Tender Offer and Consent Solicitation means the Borrower’s offer to purchase for cash (the “Tender Offer”) any and all of the January 2017 Notes, as well as the related consent solicitation (the “Consent Solicitation”) to amend the January 2017 Notes Indenture, each subject to the terms and conditions set forth in the offer to purchase and consent solicitation statement (the “Offer to Purchase Statement”), to be dated on or about the Effective Date, and the related letter of transmittal and consent.
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Related to Tender Offer and Consent Solicitation

  • Consent Solicitation has the meaning set forth in Section 6.15(b).

  • Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.

  • Home solicitation sale means a sale of goods or services of more than $25.00 in which the seller or a person acting for the seller engages in a personal, telephonic, or written solicitation of the sale, the solicitation is received by the buyer at a residence of the buyer, and the buyer's agreement or offer to purchase is there given to the seller or a person acting for the seller. Home solicitation sale does not include any of the following:

  • Tender Offer means a takeover offer, tender offer, exchange offer, solicitation, proposal or other event by any entity or person that results in such entity or person purchasing, or otherwise obtaining or having the right to obtain, by conversion or other means, greater than 10 per cent. and less than 100 per cent. of the outstanding voting shares of the Share Company, as determined by the Determination Agent, based upon the making of filings with governmental or self-regulatory agencies or such other information as the Determination Agent deems relevant.

  • Consent Solicitation Memorandum means the consent solicitation memorandum dated 20 October 2021 prepared by the Issuer in relation to the Consent Solicitation;

  • Tender Offer Documents means the documents provided to the holders of the Auction Preferred Shares by or on behalf of the Fund in connection with the Tender Offer.

  • State contract solicitation means a request by a state agency or quasi-public agency, in whatever form issued, including, but not limited to, an invitation to bid, request for proposals, request for information or request for quotes, inviting bids, quotes or other types of submittals, through a competitive procurement process or another process authorized by law waiving competitive procurement.

  • Non-Solicitation Period means a period of 12 months after the termination of Executive’s employment with the Company.

  • Hostile Tender Offer means, with respect to the use of proceeds of any Note, any offer to purchase, or any purchase of, shares of capital stock of any corporation or equity interests in any other entity, or securities convertible into or representing the beneficial ownership of, or rights to acquire, any such shares or equity interests, if such shares, equity interests, securities or rights are of a class which is publicly traded on any securities exchange or in any over-the-counter market, other than purchases of such shares, equity interests, securities or rights representing less than 5% of the equity interests or beneficial ownership of such corporation or other entity for portfolio investment purposes, and such offer or purchase has not been duly approved by the board of directors of such corporation or the equivalent governing body of such other entity prior to the date on which the Company makes the Request for Purchase of such Note.

  • Bid Solicitation means a formal request for Bids including an Informal Quotation, Request for Quotation, Request for Pre-Qualification, Request for Tender, Request for Proposal, Negotiated Request for Proposal, or Request for Expression of Interest;

  • Consummation Deadline As defined in Section 3(b) hereof.

  • Tender Offer Date means, in respect of a Tender Offer, the date on which voting Shares in the amount of the applicable percentage threshold are actually purchased or otherwise obtained (as determined by the Calculation Agent).

  • Solicitation Amendment means a written document that is authorized by the Procurement Officer and issued for the purpose of making changes to the Solicitation.

  • Offer Deadline means the exact date and time when no Offer submitted thereafter may be considered or accepted by District.

  • Offer means “proposals” in negotiation.

  • Last best offer package means the offer exchanged by parties not less than 14 days prior

  • Final Offer means the offer on which a resource was dispatched by the Office of the Interconnection for a particular clock hour for the Operating Day.

  • Offer Acceptance Time is defined in Section 1.1(h) of the Agreement.

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

  • Initial Offer means the initial offer of Participating Shares in a Fund as set out in the applicable Supplement;

  • Borrower Solicitation of Discount Range Prepayment Offers means the solicitation by any Company Party of offers for, and the corresponding acceptance by a Lender of, a voluntary prepayment of Term Loans at a specified range of discounts to par pursuant to Section 2.05(a)(v)(C).

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Asset Sale Offer shall have the meaning specified in Section 4.13.

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • Solicitation Procedures Order means the order of the Bankruptcy Court or other court of competent jurisdiction approving the Debtors' proposed procedures to govern their solicitation of votes on this Plan.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.