Substantial Stockholder

Substantial Stockholder. Means, in respect of any Business Combination, any person (other than SCST) who or which is on the record date for the determination of stockholders entitled to notice of and to vote on such Business Combination, or as of the time of the vote on such Business Combination, or immediately prior to the consummation of any such transaction, (i) is the Beneficial Owner, directly or indirectly, of not less than 10% of the Voting Shares, or (ii) is an Affiliate of SCST and at any time within five... years prior thereto was the Beneficial Owner, directly or indirectly, of not less than 10% of the then outstanding Voting Shares, or (iii) is an assignee of or has otherwise succeeded to any shares of capital stock of SCST which were at any time within five years prior thereto beneficially owned by any Substantial Stockholder, and such assignment or succession shall have occurred in the course of a transaction or a series of transactions not involving a public offering within the meaning of the Securities Act of 1933, as amended. View More