Financial Advisor Opinion. The Company Special Committee has received the opinion of Xxxxxxxx Xxxxx Capital, Inc. to the effect that, as of the date of such opinion, the Merger Consideration to be received by the holders (other than Parent and its Affiliates) of Company Ordinary Shares pursuant to this Agreement is fair, from a financial point of view, to such holders.
Financial Advisor Opinion. Each of Credit Suisse Securities (USA) LLC and Rothschild Inc. has delivered to the Company Board of Directors its opinion to the effect that, as of the date of such opinion, the Merger Consideration to be received by the holders (other than CF Corp, Parent and their respective Affiliates and FS Holdco II Ltd.) of shares of Company Common Stock pursuant to this Agreement is fair, from a financial point of view, to such holders.
Financial Advisor Opinion. The STFC Special Committee has received the opinion of Houlihan Lokey Capital, Inc. to the effect that, as of the date of such opinion and based on and subject to the assumptions, limitations, qualifications and other matters considered in connection with the preparation of such opinion, the Merger Consideration to be received by the holders of Shares, other than SAM or any of STFC’s Subsidiaries, in the STFC Merger pursuant to this Agreement is fair, from a financial point of view, to such holders (other than SAM or any of STFC’s Subsidiaries).
Financial Advisor Opinion. (a) The board of directors of LMHC has received the opinion of Waller Helms Advisors LLC to the effect that, as of the date of such opinion and based on and subject to the assumptions, limitations, qualifications and other matters considered in connection with the preparation of such opinion, the Transactions are fair, from a financial point of view, to the LMHC Members (excluding the SAM Members which become LMHC Members as a result of the Transactions), taken as a group.
(b) The board of directors of LMHC has received the oral opinion of Goldman Sachs & Co. LLC (to be confirmed by the delivery of a written opinion) to the effect that, as of the date of such opinion and based on and subject to the assumptions, limitations, qualifications and other matters set forth in such written opinion, the aggregate Merger Consideration to be paid, taken together with the aggregate Equity Rights to be issued, by LMHC pursuant to this Agreement is fair, from a financial point of view, to LMHC.
Financial Advisor Opinion. Evercore Group L.L.C. has delivered to the Company Board of Directors its opinion to the effect that, as of the date of such opinion, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received by the holders (other than Parent and its Affiliates) of shares of Company Common Stock pursuant to this Agreement is fair, from a financial point of view, to such holders.
Financial Advisor Opinion. The XXX Special Committee has received the opinion of BofA Securities, Inc. to the effect that, as of the date of such opinion and based on and subject to the assumptions, limitations, qualifications and other matters considered in connection with the preparation of such opinion, the exchange of Equity Rights in XXX for Equity Rights in LMHC in the XXX Transaction is fair, from a financial point of view, to the XXX Members, taken as a group.
Financial Advisor Opinion. IONA confirms that the IONA Advisor has delivered to the Directors of IONA (and provided a courtesy copy to Buyer) its written opinion, dated as of June 24, 2008, to the effect that, subject to such qualifications and assumptions as are contained therein, as of such date, the Scheme Consideration is fair to the IONA Shareholders from a financial point of view. IONA confirms that the IONA Advisor has consented to the inclusion of such opinion, and a summary thereof, in the Scheme Document.
Financial Advisor Opinion. The opinion from Xxxxxxx Xxxxx Xxxxxx Inc. referred to in Section 2.21 shall not have been withdrawn as of the date of the Proxy Statement; and
Financial Advisor Opinion. The ESOT Trustee has received a preliminary opinion, and will, on or before Closing, receive a final opinion (the “ Fairnes s Opinion ”) (i) from its financial advisor, who is independent of all parties to the transactions contemplated by this Agreement, including the Company and the Company Affiliates, and any other “party in interest ” within the meaning of ERISA Section 3(14) with respect to the ESOP and who meets the requirements of an “independent appraiser ” under Code Section 401(a)(28)(C), (ii) in a form satisfactory to the ESOT Trustee, to the effect that (A) the portion of the Purchase Price payable to the ESOT for the Company Stock is not less than “adequate consideration ” within the meaning of ERISA Section 3(18)(B), and (B) the terms of the overall transaction, including without limitation, the sale of the Company Stock held by the ESOP, are fair to the ESOP and its participants from a financial point of view, true, correct and complete copies of which have been or will be provided to the Buyer and the Company, prior to the Closing.
Financial Advisor Opinion. Rxxxxxx Jxxxx Financial, Inc. (the “Financial Advisor”) has delivered to the Company Board of Directors its opinion (the “Financial Advisor Opinion”) to the effect that, as of the date of such opinion, the Merger Consideration to be received by the holders (other than Parent and its Affiliates) of shares of Company Common Stock pursuant to this Agreement is fair, from a financial point of view, to such holders. As of the date hereof, the Financial Advisor Opinion has not been withdrawn, revoked or modified. The matters set forth in Section 4.26 of the Company Disclosure Schedules are true and complete.
