Finders' Fees; Opinions of Financial Advisor. (a) Except for Xxxxxx Xxxxxxx & Co. Incorporated, whose fees and expenses will be borne by the Company, there is no investment banker, financial advisor, broker, finder or other intermediary which has been retained by, or is authorized to act on behalf of, the Company or any of its Subsidiaries which might be entitled to any fee or commission from the Company, Holding, Acquiror or any of their respective Affiliates upon consummation of the Merger or the other transactions contemplated by this Agreement. The Company has heretofore furnished to the Acquiror complete and correct copies of all agreements between the Company or its Subsidiaries and Xxxxxx Xxxxxxx & Co. Incorporated pursuant to which such firm would be entitled to any payment relating to the Merger and the other transactions contemplated by this Agreement.
(b) The Special Committee has received the opinion of Xxxxxx Xxxxxxx & Co. Incorporated, dated as of the date hereof, to the effect that, as of such date, and subject to the qualifications stated therein, the Merger Consideration is fair to the holders of Company Shares (other than Acquiror and the members of the Buying Group and each of their respective Affiliates) from a financial point of view.
Finders' Fees; Opinions of Financial Advisor. There is no investment banker, broker, finder or other intermediary that has been retained by, or is authorized to act on behalf of, AMCON or any AMCON Subsidiary who might be entitled to any fee or commission from HNWC or any of its Affiliates upon consummation of the transactions contemplated by this Agreement.
Finders' Fees; Opinions of Financial Advisor. (a) Except for Credit Suisse First Boston Corporation, there is no investment banker, broker, finder or other intermediary that has been retained by, or is authorized to act on behalf of, the Company or any Company Subsidiary who might be entitled to any fee or commission from Acquiror or any of its affiliates upon consummation of the transactions contemplated by this Merger Agreement.
(b) The Company has received the opinion of Credit Suisse First Boston Corporation, dated as of the date hereof, to the effect that, as of such date, the Common Stock Merger Consideration is fair, from a financial point of view, to the holders of the Company Common Stock (other than Apollo Investment Fund IV, L.P., Apollo Overseas Partners IV, L.P. and AIF IV/RRRR LLC).
Finders' Fees; Opinions of Financial Advisor. (a) Except for Xxxxxxx, Sachs & Co., there is no investment banker, broker, finder or other intermediary which has been retained by, or is authorized to act on behalf of, UCC or any UCC Subsidiary who might be entitled to any fee or commission from IP or any of its Affiliates upon consummation of the transactions contemplated by this Agreement.
(b) UCC has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of the date hereof, to the effect that, as of such date, the Exchange Ratio is fair to the holders of UCC Common Shares (other than IP and any IP Subsidiary) from a financial point of view.
Finders' Fees; Opinions of Financial Advisor. (a) Except for A.G. Xxxxxx & Sons, Inc. and AristaQuest, Inc., there is no investment banker, broker, finder or other intermediary that has been retained by, or is authorized to act on behalf of, CITATION or who might be entitled to any fee or commission from CITATION or Cerner or any of its Affiliates upon consummation of the transactions contemplated by this Agreement.
(b) CITATION has received the oral opinion of X.X. Xxxxxxx & Sons, Inc., dated as of the date hereof, to the effect that, as of such date, the Merger Consideration is fair, from a financial point of view, to the holders of shares of Common Stock (other than Cerner and any Cerner Subsidiary).
Finders' Fees; Opinions of Financial Advisor. (a) Except for J.P. Morgan Securities Inc. there is no investment banker, broxxx, xxxxxx or other intermediary that has been retained by, or is authorized to act on behalf of, Acquiror or any Acquiror Subsidiary who might be entitled to any fee or commission from Acquiror or any of its affiliates upon consummation of the transactions contemplated by this Merger Agreement.
(b) Acquiror has received the opinion of J.P. Morgan Securities Inc., dated as of the date hereof, to txx xxxxxx xhat, as of such date, the Merger Consideration is fair, from a financial point of view, to the Acquiror.
Finders' Fees; Opinions of Financial Advisor. (a) Except for Xxxxxxx, Sachs & Co., there is no investment banker, broker, finder or other intermediary which has been retained by, or is authorized to act on behalf of, the Company or any of its Subsidiaries which might be entitled to any fee or commission from Acquiror or any of its Affiliates upon consummation of the transactions contemplated by this Agreement.
(b) The Company has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of the date hereof, to the effect that, as of such date, the Merger Consideration is fair to the holders of Company Shares (other than Acquiror and any Acquiror Subsidiary) from a financial point of view.
Finders' Fees; Opinions of Financial Advisor. (a) Except for Credit Suisse First Boston Corporation, there is no investment banker, broker, finder or other intermediary that has been retained by, or is authorized to act on behalf of, EarthLink or any EarthLink Subsidiary who might be entitled to any fee or commission from MindSpring or any of its Affiliates upon consummation of the transactions contemplated by this Agreement.
(b) EarthLink has received the opinion of Credit Suisse First Boston Corporation, dated as of the date hereof, to the effect that, as of such date, the EarthLink Exchange Ratio is fair, from a financial point of view, to the holders of shares of EarthLink Common Stock and EarthLink Preferred Stock (other than MindSpring and any MindSpring Subsidiary).
Finders' Fees; Opinions of Financial Advisor. (a) Except for Donaxxxxx, Xxfkin & Jenrxxxx Xxxurities Corporation, there is no investment banker, broker, finder or other intermediary that has been retained by, or is authorized to act on behalf of, MindSpring or any MindSpring Subsidiary who might be entitled to any fee or commission from EarthLink or any of its Affiliates upon consummation of the transactions contemplated by this Agreement.
(b) MindSpring has received the opinion of Donaxxxxx, Xxfkin & Jenrxxxx Xxxurities Corporation, dated as of the date hereof, to the effect that, as of such date, the MindSpring Exchange Ratio is fair, from a financial point of view, to the holders of shares of MindSpring Common Stock (other than EarthLink and any EarthLink Subsidiary).
Finders' Fees; Opinions of Financial Advisor. (a) Except for Deutsche Bank Securities Inc. (also operating as Deutsche Banc Alex.Xxxxx), there is no investment banker, broker, finder or other intermediary that has been retained by, or is authorized to act on behalf of, Epitope or any Epitope Subsidiary who might be entitled to any fee or commission from STC or any of its Affiliates upon consummation of the transactions contemplated by this Agreement.
(b) The Board of Directors of Epitope has received the opinion of Deutsche Bank Securities Inc., dated as of the date of this Agreement, to the effect that, as of such date, the Exchange Ratio is fair, from a financial point of view, to Epitope.
