Tender Offer Transactions definition

Tender Offer Transactions means (a) the consummation of the Tender Offer pursuant to which the Borrower shall purchase all of the Holding Company Convertible Notes that are tendered thereunder and (b) the dividend, distribution or transfer by the Borrower to the Holding Company of the Holding Company Convertible Notes tendered to and purchased by the Borrower pursuant to the Tender Offer for immediate retirement or cancellation by the Holding Company.
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Tender Offer Transactions means the purchase by Parent of up to $250,000,000.00 in value of shares of its common stock, par value $0.01 per share, on the terms set forth in the Offer to Purchase and the related Letter of Transmittal, as filed with the SEC on Schedule TO, dated February 15, 2012.
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Tender Offer Transactions means (i) the disbursement of the Loan and (ii) the Settlement of the Tender Offer.
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Examples of Tender Offer Transactions in a sentence

  • Except as set forth on Schedule 6.7, there is no litigation, arbitration, action, suit, investigation, claim or proceeding pending, or to the actual knowledge of the Borrower threatened, in respect of it or any of its Subsidiaries: (a) that involve any Credit Document or the Tender Offer Transactions or (b) which if adversely determined could reasonably be expected to have a Material Adverse Effect.

  • The Borrower and its Subsidiaries on a consolidated basis will be Solvent both immediately prior and immediately after giving effect to the Tender Offer Transactions.

  • In addition, the Purchaser and the Parent, jointly and severally, agree to reimburse PaineWebber and its affiliates, promptly upon request, for all reasonable out-of-pocket expenses, including (without limiting the foregoing) the fees, costs and expenses of PaineWebber's legal counsel, incurred in connection with the Tender Offer Transactions.

  • The Borrower will use its best efforts to consummate the Tender Offer with respect to all of the Holding Company Convertible Notes tendered thereunder no later than November 5, 2009 (or such later date to which the Tender Offer may be extended by the Borrower in good faith) (and, upon the consummation thereof, the Borrower shall promptly notify in writing the Administrative Agent of the completion of the Tender Offer Transactions).

  • The Purchaser and the Parent hereby ----------------------------- appoint PaineWebber on an exclusive basis to act as financial advisor with respect to the Tender Offer Transactions and as sole dealer manager for the Tender Offer, and hereby authorize PaineWebber to act as such in connection therewith.

  • In addition, the Purchaser and the Parent, jointly and severally, agree to reimburse PaineWebber and its affiliates, promptly upon request, for all out-of-pocket expenses, including (without limiting the foregoing) the fees, costs and expenses of PaineWebber's legal counsel, incurred in connection with the Tender Offer Transactions.

  • Notwithstanding the foregoing, in no event shall the aggregate amount contributed by the Indemnified Persons taking into account the contribution of Purchaser and Parent as described above exceed the amount of fees actually paid to PaineWebber by Purchaser and Parent pursuant to this Agreement in connection with the Tender Offer Transactions.


More Definitions of Tender Offer Transactions

Tender Offer Transactions means the redemption of shares of Common Stock in the Tender Offer and the issuance of any shares Series A Convertible Preferred Stock to the Investors following the consummation thereof pursuant to Section of the Stock Purchase Agreement.
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Tender Offer Transactions means the transactions contemplated by the Tender Offer Agreement as in effect on the date hereof, including (x) the advance to GFI by BGCP in an amount not to exceed $10,000,000 for purposes of paying costs, fees and expenses incurred by GFI in connection with the Tender Offer Agreement and the transactions contemplated thereby pursuant to Section 5.14 of the Tender Offer Agreement, (y) GFI and its Subsidiaries becoming party to certain administrative services agreements with BGCP and/or its Affiliates pursuant to Section 5.15 of the Tender Offer Agreement and (z) the reimbursement by GFI of payments made by BGCP and/or its Affiliates to employees of GFI in the form of equity awards and/or forgivable loans pursuant to Section 5.18 of the Tender Offer Agreement.
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