by Target. For purposes of this Agreement, "Takeover Proposal" means an inquiry, proposal or acquisition or purchase of a substantial amount of assets of TARGET or any of its Subsidiaries (other than investors in the ordinary course of business) or of over 15% of any class of equity securities of TARGET or any of its Subsidiaries or any tender offer or exchange offer that if consummated would result in any Person beneficially owning 15% or more of any class of equity securities of TARGET or any of its Subsidiaries, or any merger, consolidation, business combination, sale of substantially all assets, recapitalization, liquidation, dissolution or similar transaction involving TARGET or any of its Subsidiaries other than the transactions contemplated by this Agreement, or any other transaction the consummation of which would reasonably be expected to impede, interfere with, prevent or materially delay the Merger or which would reasonably be expected to dilute materially the benefits to PURCHASER of the transactions contemplated hereby.
Appears in 4 contracts
Samples: Employment Agreement (Abc Bancorp), Agreement and Plan of Merger (Abc Bancorp), Agreement and Plan of Merger (Abc Bancorp)
by Target. For purposes of this Agreement, "βTakeover Proposal" β means an inquiry, proposal or acquisition or purchase of a substantial amount of assets of TARGET Target or any of its Subsidiaries (other than investors in the ordinary course of business) or of over 15% of any class of equity securities of TARGET Target or any of its Subsidiaries or any tender offer or exchange offer that that, if consummated consummated, would result in any Person beneficially owning 15% or more of any class of equity securities of TARGET Target or any of its Subsidiaries, or any merger, consolidation, business combination, sale of substantially all assets, recapitalization, liquidation, dissolution or similar transaction involving TARGET Target or any of its Subsidiaries other than the transactions contemplated by this Agreement, or any other transaction the consummation of which would reasonably be expected to impede, interfere with, prevent or materially Materially delay the Merger Mergers or which would reasonably be expected to dilute materially Materially the benefits to PURCHASER Purchaser of the transactions contemplated hereby.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (First National Banc Inc), Agreement and Plan of Merger (Ameris Bancorp), Agreement and Plan of Merger (Abc Bancorp)
by Target. For purposes of this Agreement, "Takeover Proposaltakeover proposal" means an inquiry, proposal or acquisition or purchase of a substantial amount of assets of TARGET or any of its Subsidiaries (other than investors in the ordinary course of business) or of over 1520% of any class of equity securities of TARGET or any of its Subsidiaries or any tender offer or exchange offer that if consummated would result in any Person beneficially owning 1520% or more of any class of equity securities of TARGET or any of its Subsidiaries, or any merger, consolidation, business combination, sale of substantially all assets, recapitalization, liquidation, dissolution or similar transaction involving TARGET or any of its Subsidiaries other than the transactions contemplated by this Agreement, or any other transaction the consummation of which would reasonably be expected to impede, interfere with, prevent or materially delay the Merger or which would reasonably be expected to dilute materially the benefits to PURCHASER of the transactions contemplated hereby.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Abc Bancorp), Employment Agreement (Abc Bancorp)
by Target. For purposes of this Agreement, "Takeover Proposal" means an inquiry, proposal or acquisition or purchase of a substantial amount of assets of TARGET Target or any of its Subsidiaries (other than investors in the ordinary course of business) or of over 15% of any class of equity securities of TARGET Target or any of its Subsidiaries or any tender offer or exchange offer that that, if consummated consummated, would result in any Person beneficially owning 15% or more of any class of equity securities of TARGET Target or any of its Subsidiaries, or any merger, consolidation, business combination, sale of substantially all assets, recapitalization, liquidation, dissolution or similar transaction involving TARGET Target or any of its Subsidiaries other than the transactions contemplated by this Agreement, or any other transaction the consummation of which would reasonably be expected to impede, interfere with, prevent or materially Materially delay the Merger Mergers or which would reasonably be expected to dilute materially Materially the benefits to PURCHASER Purchaser of the transactions contemplated hereby.
Appears in 1 contract
Samples: Plan of Merger and Merger Agreement (Islands Bancorp)
