Sale of the Company
Sale of the Company. Any transaction or series of related transactions (whether structured as a stock sale, merger, consolidation, reorganization, asset sale or otherwise) which results in (i) the sale or transfer of beneficial ownership of more than 50% of all then outstanding equity securities of the Company, (ii) the sale or other disposition of all or substantially all of the assets of the Company and its subsidiaries on a consolidated basis, in each case, to a person or persons other than the stockholders of...
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Sale of the Company. Any transaction (other than pursuant to a Public Offering) involving the Company or UHS and an Independent Third Party or affiliated group of Independent Third Parties pursuant to which such party or parties acquire (i) a majority of the outstanding shares of capital stock of the Company or UHS (whether by merger, consolidation, sale of the capital stock or otherwise) or (ii) all or substantially all of the assets of the Company or UHS, as determined on a consolidated basis.
Found in
Agiliti Health, Inc. contract
Sale of the Company. Means, (a) any consolidation, merger or recapitalization of the Company, or any sale, exchange, conveyance or other disposition of Company Shares in a single transaction or a series of transactions, in which the equity holders of the Company immediately prior to such consolidation, merger, recapitalization, sale, transaction or first of such series of transactions, own less than fifty percent (50%) of the Company's or any successor entity's issued and outstanding Company Shares immediately...
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Truck Hero, Inc. contract
Sale of the Company. Means the occurrence of (i) the consummation of any stock sale or consolidation, merger, plan of share exchange or other similar transaction involving the Company (any such transaction, a "Change of Control-Sale") as a result of which the holders of outstanding Voting Stock of the Company immediately prior to the Change of Control-Sale do not continue to hold at least fifty percent (50%) of the combined voting power of the outstanding Voting Stock of the surviving or continuing corporation...
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Sale of the Company. Shall mean any Person, or more than one Person acting as a group within the meaning of Section 409A of the Code, acquires (by merger or pursuant to an offer which was open to all shareholders) ownership of stock of the Company that constitutes more than 90 percent of all outstanding stock of the Company.
Found in
CDI CORP contract
Sale of the Company. Means a Stock Sale or a transaction that qualifies as a "Deemed Liquidation Event" as such term is defined in the Restated Certificate.
Found in
Blueprint Medicines Corp contract
Sale of the Company. The term "Sale of the Company" shall have the meaning set forth in the Securityholders Agreement, except that transactions with a Person or Persons that are a wholly owned Subsidiary (as defined in the Securityholders Agreement) of Vestar and/or Vestar/NMH Investors, LLC or NMH Investment, LLC shall be excluded.
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Civitas Solutions, Inc. contract
Sale of the Company. Means (A) the closing of the sale, transfer or other disposition of all or substantially all of the Company's assets, (B) the consummation of the merger or consolidation of the Company with or into another entity, or (C) the closing of the transfer (whether by merger, consolidation or otherwise), in one transaction or a series of related transactions, to a Person (defined as any individual, corporation, general or limited partnership, limited liability company, joint stock company, joint...
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Ohr Pharmaceutical Inc contract
Sale of the Company. The sale (in a single transaction or a series of related transactions) of the Company to any Independent Third Party or group of Independent Third Parties pursuant to which such Independent Third Party or group of Independent Third Parties acquires (a) a majority of the Common Stock on a Fully-Diluted Basis (whether by merger, consolidation, sale or Transfer of Common Stock, reorganization, recapitalization or otherwise), or (b) all or substantially all of the assets of the Company and its...
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NOBLE ROMANS INC contract
Sale of the Company. A merger or consolidation (other than one in which shareholders of the Company own a majority of the voting power of the outstanding shares of the surviving or acquiring corporation) or a sale, lease, transfer, exclusive license or other disposition of all or substantially all of the assets of the Company in which the consideration is either all cash or securities that are either registered for sale on an exchange or quotation system or otherwise unrestricted
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Outlook Therapeutics, Inc. contract