Merger Sub Board Approval. The Merger Sub board of directors has unanimously: (a) determined that the Merger is fair to, and in the best interests of, Merger Sub and its shareholders, and that, considering the financial position of the merging companies, no reasonable concern exists that the Surviving Company will be unable to fulfill the obligations of Merger Sub to its creditors; (b) approved this Agreement, the Merger and the other Transactions; and (c) recommended and recommends that the shareholder of Merger Sub approve this Agreement, the Merger and the other Transactions.
Appears in 3 contracts
Samples: Merger Agreement (Msystems LTD), Merger Agreement (Sandisk Corp), Merger Agreement (M-Systems Flash Disk Pioneers LTD)
Merger Sub Board Approval. The Merger Sub board of directors has unanimously: (a) determined that the Merger is fair to, and in the best interests of, Merger Sub and its shareholders, and that, considering the financial position of the merging companies, no reasonable concern exists that the Surviving Company will be unable to fulfill the obligations of Merger Sub to its creditorscreditors existing as of immediately prior to the Closing; (b) approved this Agreement, the Merger and the other Transactions; and (c) recommended and recommends determined to recommend that the shareholder of Merger Sub approve this Agreement, the Merger and the other Transactions.
Appears in 3 contracts
Samples: Merger Agreement (Saifun Semiconductors Ltd.), Merger Agreement (Saifun Semiconductors Ltd.), Merger Agreement (Spansion Inc.)
Merger Sub Board Approval. The Board of Directors of Merger Sub board of directors has unanimously: (a) determined that the Merger is fair to, and in the best interests of, Merger Sub and its shareholders, and that, considering the financial position of the merging companies, no reasonable concern exists that the Surviving Company Corporation will be unable to fulfill the obligations of Merger Sub to its creditors; (b) approved this Agreement, the Merger and the other Transactionstransactions contemplated by this Agreement; and (c) recommended and recommends determined to recommend that the shareholder of Merger Sub approve this Agreement, the Merger and the other Transactionstransactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Veritas Software Corp /De/), Merger Agreement (Precise Software Solutions LTD)
Merger Sub Board Approval. The Merger Sub board of directors of Merger Sub has unanimously: (aA) determined that the Merger is fair to, and in the best interests of, Merger Sub and its shareholdersshareholder, and that, considering the financial position of the merging companies, no reasonable concern exists that the Surviving Company Corporation will be unable to fulfill the obligations of Merger Sub to its creditors; (bB) approved this Agreement, the Merger and the other Transactionstransactions contemplated by this Agreement; and (cC) recommended and recommends determined to recommend that the shareholder of Merger Sub approve this Agreement, the Merger and the other Transactionstransactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Ophthalmic Imaging Systems), Merger Agreement (Ophthalmic Imaging Systems)
Merger Sub Board Approval. The Board of Directors of Merger Sub board of directors has unanimously: (aA) determined that the Merger is fair to, and in the best interests of, Merger Sub and its shareholders, and that, considering the financial position of the merging companies, no reasonable concern exists that the Surviving Company Corporation will be unable to fulfill the obligations of Merger Sub to its creditors; (bB) approved this Agreement, the Merger and the other Transactionstransactions contemplated by this Agreement; and (cC) recommended and recommends determined to recommend that the shareholder of Merger Sub approve this Agreement, the Merger and the other Transactionstransactions contemplated by this Agreement.
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