Sale Transaction

Example Definitions of "Sale Transaction"
Sale Transaction. Any transaction pursuant to which (a) the Company sells or disposes (in one or a series of related sales or dispositions) of all or substantially all of the assets of the Company on a consolidated basis (other than inventory in the ordinary course of business), including any sale or disposition of the Equity Securities or assets of the Subsidiaries of the Company, (b) the Company engages in any merger, consolidation, combination or similar transaction, (in one or a series of related... transactions), such that the Majority-in-Interest immediately prior to the transaction or transactions will, immediately after such transaction or transactions, no longer constitute the Majority-in-Interest, (c) the Company engages in any transaction or series of related transactions that results in any change of control of the Company (as the term "control" is defined in Rule 405 the Securities Act), whether such change of control occurs through the sale of assets, Equity Securities or otherwise, or (d) any other transaction constituting a "Change of Control" as defined in the Credit Agreement on the date hereof View More
Sale Transaction. Any transaction pursuant to which (a) the Company sells or disposes (in one or a series of related sales or dispositions) of all or substantially all of the assets of the Company on a consolidated basis (other than inventory in the ordinary course of business), including any sale or disposition of all or substantially all of the Equity Securities capital stock, membership interests, partnership interests or assets of the Subsidiaries of the Company, or (b) the Company engages in any merger,... consolidation, combination or similar transaction, (in one or a series of related transactions), such that the Majority-in-Interest beneficial owners of shares of Common Stock immediately prior to the transaction or transactions will, immediately after such transaction or transactions, no longer constitute beneficially own less than a majority of the Majority-in-Interest, shares of Common Stock or outstanding equity of the surviving corporation (measured on a Fully-Diluted Basis) or (c) the Company engages in any transaction or series of related transactions that results in any change of control of the Company (as the term "control" is defined in Rule 405 the Securities Act), whether such change of control occurs through the sale of assets, Equity Securities securities or otherwise, shares of Common Stock, exchange of securities or (d) any other transaction constituting a "Change of Control" as defined in the Credit Agreement on the date hereof otherwise. View More
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Sale Transaction. Means a Public Sale or in any other transaction in which an Sponsor Entity Transfers shares of Common Stock to a party other than a Permitted Transferee.
Sale Transaction. Means a Public Sale or in any other transaction in which an Sponsor Entity Investor Transfers shares of Common Stock to a party other than a Permitted Transferee.
Sale Transaction. Means a Public Sale or in any other transaction in which an Sponsor Entity Investor Transfers shares of Common Stock to a party other than a Permitted Transferee.
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Sale Transaction. A transaction or series of related transactions involving (i) the consolidation or merger of Company with another Person, (ii) a sale of all or substantially all of the assets of Company, (iii) a purchase, tender or exchange offer that is accepted by the holders of more than the 50% of the outstanding shares of capital stock of Company, (iv) the consummation of a stock purchase agreement or other business combination with another Person whereby such other Person acquires more than the 50% of... the outstanding capital stock of Company. View More
Sale Transaction. Means (i) any merger, amalgamation, reorganization, consolidation or other transaction involving the Corporation and any other corporation or other entity or person in which the persons who were the stockholders of the Corporation immediately prior to such merger, amalgamation, reorganization, consolidation or other transaction, own less than fifty percent (50%) of the outstanding voting shares of the surviving or continuing entity after such merger, amalgamation, reorganization, consolidation... or other transaction; (ii) the sale, exchange or transfer by the Corporation's stockholders, in a single transaction or series of related transactions, of all of the voting shares of the Corporation; or (iii) the sale of all or substantially all of the assets of the Corporation, in each case resulting in gross proceeds to the Corporation or its stockholders of not less than $150,000,000. View More
Sale Transaction. A transaction involving the sale of all or substantially all of the assets of the Company, the sale or exchange of all of the Shares and other interests in the Company for cash, property, shares, or securities of another Person, or the merger of the Company with or into another Person pursuant to which all of the Shares and other interests in the Company are converted or exchanged into cash, property, shares, or securities of another Person.
Sale Transaction. A transaction or series of transactions in which the Company consummates, directly or indirectly, the sale, transfer or other disposition of all or a majority of the Company's electronics division to a non-affiliated third party, whether in one or a series of transactions, including, without limitation, by way of negotiated sale, merger or consolidation, spin-off, reorganization, tender or exchange offer, divestiture, share exchange, or leveraged buyout.
Sale Transaction. Shall have the meaning ascribed to such term in the Certificate of Incorporation
Sale Transaction. A transaction contemplated by Article IV(B)(2)(f)(i) of the Certificate, disregarding the first and third exceptions set forth in the proviso of Article IV(B)(2)(f)(i)(2)
Sale Transaction. Means (i) the sale of shares of Wize IL and/or OcuWize to a third party that is not an Affiliate of Wize Group; (ii) an M&A Transaction; (iii) the sale of assets of Wize IL and/or OcuWize, or of the portion of Wize IL's and/or OcuWize's business or assets relating to the LO2A Technology; (iv) any transaction or series of related transactions pursuant to which persons or entities (who were not, prior to such transaction, shareholders of Wize IL) acquire issued and outstanding shares of Wize IL... or the right to appoint or elect at least fifty percent (50%) of the directors of Wize IL, and/or (v) any of the above transactions if undertaken by an Affiliate of Wize IL to which the Wize IL has licensed the LO2A Technology. For the sake of clarity, an issuance or sale of shares of Wize Inc. itself (not shares of Wize IL or OcuWize or any other LO2A Affiliate), or assets of Wize Inc. that are not directly related to the LO2A Technology or to the LO2A Proceeds, does not constitute a Sale Transaction, except as specified in Section 5.4 below. Notwithstanding the foregoing, the term Sale Transaction shall not include any transaction or series of related transactions that are part of an internal voluntary reorganization and/or restructuring of Wize Group that does not involve the acquisition of control by a third party not affiliated with Wize Group, such the merger of OcuWize with and into Wize IL, or vice versa. View More
Sale Transaction. (a) (i) the merger or consolidation of the Company into or with one or more Persons, (ii) the merger or consolidation of one or more Persons into or with the Company or (iii) a tender offer or other business combination if, in the case of (i), (ii) or (iii), the stockholders of the Company prior to such merger, consolidation, tender offer or other business combination do not retain at least a majority of the voting power of the surviving Person or (b) the voluntary sale, conveyance, exchange or... transfer to another Person of (i) the voting Capital Stock of the Company if, after such sale, conveyance, exchange or transfer, the stockholders of the Company prior to such sale, conveyance, exchange or transfer do not retain at least a majority of the voting power of the Company (but excluding any bona fide financing of the Company) or (ii) all or substantially all of the assets of the Company View More
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