Minimum Tender Condition. Company stockholders shall have validly tendered and not properly withdrawn prior to the expiration of the Offer a number of shares of Company Common Stock which, together with the shares of Company Common Stock then owned by Parent and its subsidiaries (including Merger Sub), represents at least a majority of the then outstanding shares of Company Common Stock on a fully diluted basis (the “Minimum Tender Condition”).
Minimum Tender Condition. There being validly tendered in the Offer and not validly withdrawn prior to any then scheduled Expiration Time (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received,” as defined by Section 251(h)(6) of the DGCL) that number of shares of Company Common Stock which, together with all of the shares (if any) beneficially owned by Parent and Merger Sub, represents one more share of Company Common Stock than sixty-six and two-thirds percent (66 2/3 %) of the Company Common Stock then outstanding (the “Minimum Tender Condition”);
Minimum Tender Condition. The Purchaser agrees that it will not waive the Minimum Tender Condition without the written consent of the Company.
Minimum Tender Condition. Company shareholders shall have validly tendered and not properly withdrawn prior to the expiration of the Offer a number of shares of Company Common Stock which, together with the shares of Company Common Stock then owned by Parent and its subsidiaries (including Merger Sub), represents at least a majority of the then outstanding shares of Company Common Stock on a fully diluted basis (which expressly includes all shares issuable pursuant to warrants, options, benefit plans, all then outstanding Company Options and Company SARs, and other securities convertible into or exercisable for Company Common Stock, whether or not then vested or exercisable) (the "Minimum Tender Condition").
Minimum Tender Condition. Not less than 51% in aggregate outstanding principal amount of Existing Notes shall have been validly and timely tendered and not properly withdrawn in the Exchange Offer.
Minimum Tender Condition. The Revised LLE Offer is conditioned upon, among other things, there being validly tendered and not withdrawn prior to the Expiration Date a number of Shares which, together with Shares owned by LLE and its affiliates, will constitute at least two-thirds of the total number of outstanding Shares on a fully diluted basis (as though all outstanding options or other outstanding securities convertible into or exercisable or exchangeable for Shares, other than the Rights, had been so converted, exercised or exchanged) as of the date the Shares are accepted for exchange by LLE pursuant to the Revised LLE Offer. Under the terms of the LLE Merger Agreement, this condition cannot be waived by LLE without the consent of Safety-Kleen. As of Xxxxx 00, 0000, XXX owned 601,100 Shares, or approximately 1.03% of the outstanding Shares. LLE has 12
Minimum Tender Condition. (a) Notwithstanding any other term of the Agreement, Acquisition Sub will not be required to, and may not without the prior approval of the Company Board, accept for payment or, subject to any applicable rules and regulations of the SEC, including Rule 14e-1(c) under the Exchange Act (relating to Acquisition Sub's obligation to pay for or return tendered Shares promptly after the termination or withdrawal of the Offer), pay for any Shares tendered in connection with the Offer, unless, immediately prior to the Expiration Date, there shall be validly tendered in the Offer and not properly withdrawn that number of Shares that, together with the number of Shares then owned beneficially by Parent, Acquisition Sub or any Affiliate of any of them, constitutes a majority of the Shares outstanding on the Expiration Date, calculated on a fully diluted basis on the date of purchase ("fully diluted basis" means, as of any time, the number of Shares outstanding, together with all Shares which Company may be required to issue pursuant to any then outstanding warrants, options, benefit plans or obligations or securities convertible or exchangeable into Shares or otherwise, whether or not vested or then exercisable) (the "Minimum Tender Condition").
Minimum Tender Condition. 54 Nasdaq.........................................................................6 Offer..........................................................................1
Minimum Tender Condition. A-1 New Parent Proposal........................................................41 Offer.......................................................................1
Minimum Tender Condition. (i) The number of shares of Company Common Stock validly tendered (and not properly withdrawn) prior to the Expiration Time (but excluding shares tendered pursuant to guaranteed delivery procedures that have not yet been “received,” as such terms are defined by Section 251(h) of the DGCL), together with the shares of Company Common Stock, if any, then owned by Parent, Merger Sub or any of their Affiliates represent a majority of the total number of shares of Company Common Stock outstanding at the Expiration Time (this clause (i) the “Minimum Tender Condition”); and (ii) all of the shares of Company Preferred Stock outstanding at the Expiration Time shall have been validly tendered (and not withdrawn) prior to the Expiration Time.
