ChangeInControl Event. Means any of the following events: (a) the shareholders of Hub Canada or Hub U.S. approve a merger, consolidation, recapitalization or similar transaction with respect to Hub Canada or Hub U.S. (as the case may be), other than a merger, consolidation, recapitalization or similar transaction in which the shareholders (as constituted immediately prior to such merger, consolidation, recapitalization or similar transaction) of Hub Canada or Hub U.S. (as the case may be) will hold
... immediately after such merger, consolidation, recapitalization or similar transaction at least a majority of the outstanding capital stock entitled to vote in the election of directors of Hub Canada or Hub U.S. (as the case may be), (b) the shareholders of Hub Canada or Hub U.S. (as the case may be) approve a plan of complete liquidation of Hub Canada or Hub U.S. (as the case may be) or an agreement for the sale or disposition of all or substantially all of the assets of Hub Canada or Hub U.S. (as the case may be), (c) one or more Persons make one or more solicited or unsolicited BONA FIDE offers to purchase or otherwise acquire more than 50 percent of the outstanding voting securities or more than 50 percent of the outstanding non-voting securities of Hub Canada or Hub U.S. (as the case may be), (d) the board of directors of Hub Canada or Hub U.S. (as the case may be) shall determine to solicit one or more BONA FIDE offers for substantially all of the assets of Hub Canada or Hub U.S. (as the case may be) or more than 50 percent of the outstanding voting securities of or more than 50 percent of the non-voting securities of Hub Canada or Hub U.S. (as the case may be), or (e) any foreclosure, collection, enforcement, repayment or other settlement of any indebtedness or other obligation of Hub Canada or Hub U.S. (as the case may be) if any Satellite Stock was pledged as collateral or otherwise used to secure the repayment of the indebtedness or the performance of any obligation of Hub Canada or Hub U.S. (as the case may be).
View More
ChangeInControl Event. Means the occurrence after the Commencement Date of any of the following: (i) the acquisition of voting securities of the Company by any person or group of persons that results in such person or group, together with its affiliates, becoming, directly or indirectly, the beneficial owner of in excess of 50% of the outstanding voting securities of the Company; (ii) a merger or consolidation of the Company with any other corporation or legal entity regardless of which entity is the survivor, other
... than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or being converted into voting securities of the surviving entity) in excess of 50% of the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation; or (iii) the sale or disposition of all or substantially all of the Company's assets other than in a transaction in which holders of the voting securities of the Company immediately prior to such transaction receive voting securities of the acquiror of such assets or its affiliate that represent in excess of 50% of the voting securities of such entity after consummation of such transaction.
View More