Company Event

Example Definitions of "Company Event"
Company Event. Shall mean the occurrence of any of the following events: (i) Any "person" or "group" (as such term is used in Sections 13(d) and 14(d) of The Securities Exchange Act of 1934, as amended) is or becomes the "beneficial owner" (as defined in Rule 13d-3 under said Act), directly or indirectly, of securities of the Company representing thirty percent (30%) or more of the total voting power represented by the Company's then outstanding voting securities; or ... (ii) The stockholders of the Company approve a merger or consolidation of the Company with any other corporation, 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 by being converted into voting securities of the surviving entity) more than fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation, or the stockholders of the Company approve a plan of complete liquidation of the Company or an agreement for the sale or disposition by the Company of all or substantially all the Company's assets (other than to a subsidiary or subsidiaries); or (iii) Any "person" or "group" other than Fremont or any affiliate of Fremont (or any employee benefit plan or trust of either), directly or indirectly acquires or controls, after the date hereof, more than fifty percent (50%) of the voting securities or assets of FCIG in a transaction or series of transactions. View More Arrow
Found in ELAH Holdings, Inc. contract
View All 6 Variations
Company Event. Shall mean the occurrence of any of the following events: (i) Any "person" or "group" (as such term is used in Sections 13(d) and 14(d) of The Securities Exchange Act of 1934, as amended) is or becomes the "beneficial owner" (as defined in Rule 13d-3 under said Act), directly or indirectly, of securities of the Company representing thirty percent (30%) or more of the total voting power represented by the Company's then outstanding voting securities; or (ii) The stockholders of the Company... approve a merger or consolidation of the Company with any other corporation, 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 by being converted into voting securities of the surviving entity) more than fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation, or the stockholders of the Company approve a plan of complete liquidation of the Company or an agreement for the sale or disposition by the Company of all or substantially all the Company's assets (other than to a subsidiary or subsidiaries); or (iii) (ii) Any "person" 'person' or "group" 'group' other than Fremont or any affiliate of Fremont (or any employee benefit plan or trust of either), directly or indirectly acquires or controls, after the date hereof, more than fifty percent (50%) of the voting securities or assets of FCIG FIL in a transaction or series of transactions. View More Arrow
Found in ELAH Holdings, Inc. contract
Company Event. Shall mean the occurrence of any of the following events: (i) Any "person" or "group" (as such term is used in Sections 13(d) and 14(d) of The the Securities Exchange Act of 1934, as amended) is or becomes the "beneficial owner" (as defined in Rule 13d-3 under said Act), directly or indirectly, but 6 excluding any acquisition by any employee benefit plan or benefit plan trust sponsored by or maintained by the Company, and excluding any acquisition directly by the Company, of securities of the... Company representing thirty percent (30%) 30% or more of the total voting power represented by the Company's then outstanding voting securities; or (ii) A change in the composition of the Board of the Company occurring within a two-year period, as a result of which fewer than a majority of the directors are Incumbent Directors. "Incumbent Directors" shall mean directors who either (A) are directors of the Company as of the date hereof, or (B) are elected, or nominated for election, to the Board of the Company with the affirmative votes of at least a majority of the Incumbent Directors at the time of such election or nomination (but shall not include an individual whose election or nomination is in connection with an actual or threatened proxy contest relating to the election of directors of the Company); or (iii) The stockholders of the Company approve a merger or consolidation of the Company with any other corporation, 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 by being converted into voting securities of the surviving entity) more than fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation, or the stockholders of the Company approve a plan of complete liquidation of the Company or an agreement for the sale or disposition by the Company of all or substantially all the Company's assets (other than to a subsidiary or subsidiaries); or (iii) Any "person" or "group" other than Fremont or any affiliate of Fremont (or any employee benefit plan or trust of either), directly or indirectly acquires or controls, after the date hereof, more than fifty percent (50%) (iv) James A. McIntyre, while serving as Chairman of the voting securities Board, has a conservator of his person appointed or assets of FCIG in a transaction or series of transactions. dies. View More Arrow
Found in ELAH Holdings, Inc. contract
Company Event. Shall mean the occurrence of any of the following events: (i) Any "person" or "group" (as such term is used in Sections 13(d) and 14(d) of The the Securities Exchange Act of 1934, as amended) is or becomes the "beneficial owner" (as defined in Rule 13d-3 under said Act), directly or indirectly, but 6 excluding any acquisition by any employee benefit plan or benefit plan trust sponsored by or maintained by the Company, and excluding any acquisition directly by the Company, of securities of the... Company representing thirty percent (30%) 30% or more of the total voting power represented by the Company's then outstanding voting securities; or (ii) A change in the composition of the Board of the Company occurring within a two-year period, as a result of which fewer than a majority of the directors are Incumbent Directors. "Incumbent Directors" shall mean directors who either (A) are directors of the Company as of the date hereof, or (B) are elected, or nominated for election, to the Board of the Company with the affirmative votes of at least a majority of the Incumbent Directors at the time of such election or nomination (but shall not include an individual whose election or nomination is in connection with an actual or threatened proxy contest relating to the election of directors of the Company); or (iii) The stockholders of the Company approve a merger or consolidation of the Company with any other corporation, 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 by being converted into voting securities of the surviving entity) more than fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation, or the stockholders of the Company approve a plan of complete liquidation of the Company or an agreement for the sale or disposition by the Company of all or substantially all the Company's assets (other than to a subsidiary or subsidiaries); or (iii) Any "person" or "group" other than Fremont or any affiliate of Fremont (or any employee benefit plan or trust of either), directly or indirectly acquires or controls, after the date hereof, more than fifty percent (50%) (iv) James A. McIntyre, while serving as Chairman of the voting securities Board, has a conservator of his person appointed or assets of FCIG in a transaction or series of transactions. dies. View More Arrow
Found in ELAH Holdings, Inc. contract
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Company Event. Means the existence of material non-public information regarding the Company which the Board of Directors of the Company reasonably determines not to be in the best interests of the Company to disclose, including a significant business opportunity (including, but limited to, the acquisition or disposition of assets (other than in the ordinary course of business) or any merger, consolidation, tender offer or similar transaction) available to the Company, but which would be required to be... disclosed in a Registration Statement. View More Arrow
Found in Health Fitness Corp contract
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