Parent Proposal definition

Parent Proposal shall have the meaning ascribed thereto in Section 5.3(a).

Parent Proposal has the meaning given such term in Section 4.24 of this Agreement.

Parent Proposal has the meaning set forth in Section 6.2(f).

Examples of Parent Proposal in a sentence

• The Parent shall post with the Shareholder Circular a Form of Proxy for shareholders to vote on the Parent Proposal at the Parent Shareholders Meeting, such Form of Proxy to comply with the Parent’s Articles of Association.

• Subject always to the fiduciary duties of the Parent’s Board of Directors, as determined in good faith by the Parent’s Board of Directors after consultation with outside counsel, the Parent’s Board of Directors shall recommend adoption of the Parent Proposal by the shareholders of the Parent and include such recommendation in the Shareholder Circular.

• The Parent, acting through the Parent’s Board of Directors, shall take all actions in accordance with applicable law, its Articles of Association and the AIM Rules to promptly and duly call, give notice of, convene and hold as promptly as practicable a meeting of the shareholders of the Parent for the purpose of considering and voting upon the Parent Proposal (the “Parent Shareholders Meeting”).

More Definitions of Parent Proposal

Parent Proposal means the proposal to approve the issuance of Parent Common Stock in the Merger, which proposal is to be presented to the stockholders of Parent in the Proxy Statement/Prospectus.

Parent Proposal means any proposal made by a third party to consummate any of the following transactions or series of related transactions (other than the Merger): (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving Parent pursuant to which the stockholders of Parent immediately preceding such transaction or series of related transactions hold less than 60% of the equity interests in the surviving or resulting entity of such transaction or transactions (without respect to any overlap in the companies' stockholder bases); (ii) a sale or other disposition by Parent of assets (excluding inventory and used equipment sold in the ordinary course of business) representing in excess of 40% of the fair market value of Parent's business immediately prior to such sale; or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by Parent), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of 40% or more of the then outstanding shares of capital stock of Parent.

Parent Proposal means the proposal submitted to the shareholders of the Parent relating to this Agreement and the transactions contemplated herein and included in the Shareholder Circular.

Parent Proposal has the meaning set forth in Section 6.2(f). “Parent Termination Fee” has the meaning set forth in Section 9.3(b). “Paying Agent” has the meaning set forth in Section 3.2(a).

Parent Proposal means any Acquisition Proposal relating to the acquisition of, or a business combination transaction with, Parent, any of its Subsidiaries or some or all of their respective assets, securities or other ownership interests.

Parent Proposal means each of the following proposals: (a) a possible reverse stock split to the extent that the Parent Board desires to consider effecting a reverse stock split, including any amendment to Parent’s Certificate of Incorporation to effect such split; and (b) an increase in the authorized number of shares of Parent Common Stock, including any amendment to Parent’s Certificate of Incorporation to effect such increase.

Parent Proposal means each of the following proposals: (a) a possible reverse stock split to the extent that the Parent Board desires to consider effecting a reverse stock split, including any amendment to the Parent’s Certificate of Incorporation to affect such split; (b) an increase in the authorized number of shares of Parent Common Stock, including any amendment to the Parent’s Certificate of Incorporation to affect such increase; and (c) a change of Parent’s name following the Merger pursuant to Section 5.17 of the Agreement, including any change to the Parent’s Certificate of Incorporation to affect such change.