Common use of Opinion of Financial Advisor Clause in Contracts

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock in the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company Financial Advisor has delivered to the Company's Board of Directors of the Company has received the its opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock provided for in the Merger is fair to such the holders of Company Common Stock from a financial point of viewview and the Company will deliver to Parent a true, a correct and complete copy of which has been, or said opinion promptly will be, provided to Acquirorfollowing receipt thereof by the Company.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Xxxxxxxxx LLC to the effect that that, as of the consideration date thereof and subject to the assumptions, limitations, qualifications and other matters considered in the preparation thereof, the Merger Consideration to be received by the holders of the Company Common Stock in (other than the Merger Company and its affiliates) pursuant to this Agreement is fair to such holders fair, from a financial point of view. The Company shall, a promptly following the execution of this Agreement by all parties, furnish an accurate and complete copy of which has been, or promptly will be, provided said opinion to AcquirorParent solely for informational purposes.

Opinion of Financial Advisor. The Company Board of Directors has received an opinion of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Financial Advisor to the effect that the consideration to be received by the holders that, as of the Company Common Stock in date of such opinion and based upon and subject to the various matters, limitations, qualifications and assumptions set forth therein, the Merger Consideration is fair to such holders fair, from a financial point of view, to the holders of shares of Company Common Stock (other than shares owned by the Company as treasury stock, shares that are owned by a copy wholly owned Subsidiary of which has beenthe Company, or promptly will be, provided to Acquirorshares that are owned directly or indirectly by Parent or Merger Sub).

Opinion of Financial Advisor. The Company's Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Co. Incorporated that, as of the Company's financial advisordate of this Agreement, substantially to the effect that the consideration to be received by pursuant to the holders of the Company Common Stock in the Merger Agreement is fair to such holders from a financial point of viewview to the holders of shares of Common Stock (other than Acquiror and its affiliates) and, a assuming the conversion of Preferred Stock into Common Stock in accordance with its terms, to the holders of Preferred Stock. A copy of which such opinion has been, or promptly will be, provided been delivered to Acquiror, and such opinion has not been withdrawn or modified in any material respect.

Opinion of Financial Advisor. The Board of Directors has received an opinion of Xxxxxxxxx & Company, Inc. as financial advisor to the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially to the effect that that, as of the date of such opinion, the consideration to be received by paid in the holders of the Company Common Stock in Offer and the Merger is fair to such holders fair, from a financial point of view, a copy to the holders of which has beenthe Shares (other than Parent, or promptly will be, provided to AcquirorMerger Subsidiary and their respective Affiliates).

Opinion of Financial Advisor. The Company Board of Directors of has received from the Company has received the Financial Advisor an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially to the effect that that, as of the date of the opinion and subject to the qualifications, considerations, assumptions and limitations set forth therein, the consideration to be received by holders of Company Common Stock in the Offer is fair, from a financial point of view, to the holders of the Company Common Stock in the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror(other than Purchaser and its Affiliates).

Opinion of Financial Advisor. The Company Board of Directors of has received an opinion from Xxxxx Fargo Securities, LLC addressed to the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Board to the effect that that, as of the consideration date of such opinion and based upon and subject to the various assumptions, limitations, qualifications and other factors set forth therein, the Per Share Common Merger Consideration to be received by paid to the holders of the Company Common Stock in the Merger pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxxxxxxx & Co., Inc., financial advisor to the Company's financial advisor, substantially to the effect that that, as of the consideration date of such opinion, and subject to and based upon the various qualifications and assumptions set forth therein, the Merger Consideration to be received by the holders of the shares of Company Common Stock in the Merger (other than Parent or any affiliate of Parent) pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company has received the ---------------------------- opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Co. Incorporated to the effect that the consideration to be received by the holders stockholders of the Company Common Stock in pursuant to the Merger Acquisition is fair to such holders stockholders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Financial Advisor to the effect that that, as of May 25, 1999, the consideration to be received by the holders of the Company shares of Common Stock in pursuant to the Offer and the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., Co. Incorporated (the Company's financial advisor, substantially “Company Financial Advisor”) to the effect that the consideration to be received by the holders that, as of the Company Common Stock in date hereof and subject to the Merger assumptions, limitations and qualifications set forth therein, the Price Per Share is fair to such holders fair, from a financial point of view, to the holders of shares of the Company Common Share Capital, a copy of which opinion has been, or promptly will be, been provided to AcquirorParent.

Opinion of Financial Advisor. The Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Hambxxxxx & Co.Xuisx XXX, the Company's financial advisor, substantially to the effect that the consideration Merger Consideration to be received by the holders of the Company Common Stock in the Merger Company's stockholders pursuant to this Agreement is fair to such holders from a financial point of view, a view to the holders of shares of Company Common Stock. A copy of which such opinion has been, or promptly will be, provided been delivered to Acquiror, and such opinion has not been withdrawn or modified in any material respect.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Xxxxxxxxx LLC, financial advisor to the Company's financial advisor, substantially to the effect that the consideration to be received by the holders that, as of the Company Common Stock date of such opinion and based on and subject to the assumptions, limitations and qualifications set forth in such opinion, the Per Share Merger Consideration is fair to such holders fair, from a financial point of view, a copy to holders of which has beenCompany Stock (other than Parent, Merger Subsidiary, Company Sponsor, funds of or promptly will beother entities related to Company Sponsor that are holders of or beneficially own Company Stock, provided to Acquirorand their respective affiliates).

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of one of its financial advisors, X.X. Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Securities LLC (“X.X. Xxxxxx”), the Company's financial advisor, substantially to the effect that the consideration to be received by the holders that, as of the Company Common Stock in date thereof and based upon and subject to the limitations, qualifications and assumptions set forth therein, the Per Share Merger Consideration is fair to such holders from a financial point of view, a copy as of which the date of such opinion, to the holders of the outstanding shares of Common Stock (other than the Cancelled Shares). Such opinion has been, not been amended or promptly will be, provided to Acquirorrescinded as of the date of this Agreement.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Xxxxx Xxxxxx, to the effect that that, as of the consideration date of this Agreement, the Per Share Amount to be received by the holders of Shares (other than Parent and its affiliates) pursuant to the Company Common Stock in Offer and the Merger Merger, taken together, is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company Acquiror has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxx, Xxxxxxxx & Co.Xxxx, Inc., the CompanyAcquiror's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock in the Merger is fair to such holders the Acquiror from a financial point of view, a copy of which has been, or promptly will be, been provided to Acquirorthe Company.

Opinion of Financial Advisor. The Company Board of Directors has received an opinion of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Financial Advisor to the effect that that, as of the consideration date of such opinion and based upon and subject to the various matters, limitations, qualifications and assumptions set forth therein, the Merger Consideration to be received by paid to the holders of the shares of Company Common Stock in the Merger pursuant to this Agreement is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided view to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the written opinion of each of Tudor Xxxxxxxxx Xxxx & Co Advisors LP and Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Co. LLC, and each such opinion addressed to the Company's financial advisor, substantially Company Board to the effect that that, based upon and subject to the consideration limitations, qualifications and assumptions set forth therein, as of the date of the opinion, the Merger Consideration to be received by the holders of shares of the Company Common Stock in the Merger is fair to such holders was fair, from a financial point of view, a copy to such holders of which has been, or promptly will be, provided to Acquirorshares of the Company Common Stock.

Opinion of Financial Advisor. The Board Company’s board of Directors of the Company directors has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxxxxxxx & Co.Co. Inc., financial advisor to the Company's financial advisor, substantially to the effect that that, subject to the consideration assumptions, qualifications and limitations set forth therein and as of the date of such opinion, the Merger Consideration to be received by the holders of the Company Common Stock in the (other than Parent, Merger Sub and their respective affiliates) is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially to the effect that that, as of the date of such opinion and based upon and subject to the matters set forth in such opinion, the consideration to be received by the holders of the Company Common Stock in the Shares (other than Parent, Merger Sub and their respective Affiliates) pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders (the “Fairness Opinion”).

Opinion of Financial Advisor. The Board Company's board of Directors directors has received an opinion of the Company has received Financial Advisor, dated as of the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., date that the Company's financial advisor’s board of directors approved this Agreement and the Transactions, substantially to the effect that that, as of such date, and subject to the qualifications and limitations set forth therein, the consideration to be received in the Merger by the holders of the Company Common Stock in the Merger is fair to such the holders of the Common Stock from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock in the Merger Shares pursuant to this Agreement is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxxxxx & Co.Company, Inc. (the Company's financial advisor, substantially “Company Financial Advisor”) to the effect that that, as of the date of such opinion and subject to the assumptions, qualifications and other matters set forth therein, the consideration to be received by the holders of the Company Common Stock in (other than Parent, the Merger Purchaser and their respective affiliates) pursuant to the Offer and Merger, taken together, is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided view to Acquirorsuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Prudential Securities, Inc., the Company's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock in the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, been provided to the Acquiror.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Gxxxxxxxx & Co., the Company's financial advisor, substantially LLC to the effect that that, as of the date of this Agreement, the consideration to be received in the Merger by the holders of the Company Common Stock in the Merger Shares is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Morgan Stanley & Co., the Company's financial advisor, substantially to the effect that thx xxxxcx xxxx the consideration to be received by the holders of the Company Common Stock in the Merger Shares pursuant to this Agreement is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company's Board of ---------------------------- Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxxxxx, Xxxxxx & Co.Xxxxxxxx, financial advisor to the Company's financial advisorBoard of Directors, substantially to the effect that that, as of the date of such opinion, the consideration to be received in the Offer and the Merger by the holders of the shares of Company Common Stock in the Merger is fair to the holders of such holders shares from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxx & Co.Associates, the Company's financial advisor, substantially Inc. addressed to such Board to the effect that that, as of the consideration date of such opinion, the Merger Consideration to be received by the holders of the Company Common Stock in the Merger pursuant to this Agreement is fair to such holders from a financial point of view, view to such holders. The Company has provided a copy of which has been, or promptly will be, provided such opinion to AcquirorParent.

Opinion of Financial Advisor. The Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxxxxx & Co.Xxxxx LLC, the Company's financial advisor, substantially to the effect that the consideration Merger Consideration to be received by the holders of the Company Common Stock in the Merger Company's stockholders pursuant to this Agreement is fair to such holders from a financial point of view, a view to the holders of shares of Company Common Stock. A copy of which such opinion has been, or promptly will be, provided been delivered to Acquiror, and such opinion has not been withdrawn or modified in any material respect.

Opinion of Financial Advisor. The Board of Directors of the ---------------------------- Company has received the opinion opinions of Xxxxxx Xxxxxxx Xxxx Xxxxxx Gruntal & Company and Xxxxxxx, Baring & Co., the Company's financial advisor, substantially Incorporated to the effect that that, as of the date hereof, the consideration to be received by the holders of the Company Common Stock Shares in the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Co. LLC, financial advisor to the Company's financial advisor, substantially to the effect that that, as of the date of such opinion, and subject to and based upon the various qualifications and assumptions set forth therein, the consideration to be received by the holders of the shares of Company Common Stock in the Merger (other than Parent or any affiliate of Parent) pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of J.X. Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Securities LLC, financial advisor to the Company's financial advisor, substantially to the effect that that, as of the consideration date of such opinion and subject to the assumptions, qualifications, limitations and other factors set forth therein, the Merger Consideration to be received by the paid to holders of Shares of Class 1 common stock of the Company Common Stock in the Merger proposed Transaction is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company’s Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxxxxxxx & Co.Co. Inc., financial advisor to the Company's financial advisor, substantially to the effect that that, subject to the consideration assumptions, qualifications and limitations set forth therein and as of the date of such opinion, the Merger Consideration to be received by the holders of the shares of Company Common Stock in the Merger is fair to such holders fair, from a financial point of view, a to such holders. A copy of which has beensuch opinion will be delivered to the Parent, or promptly will besolely for informational purposes, provided to Acquirorfollowing receipt thereof by the Company.

Opinion of Financial Advisor. The Board of Directors has received an opinion of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Financial Advisor to the effect that that, as of the date of this Agreement, the consideration to be received by the holders of the Company shares of Common Stock in (other than Parent or its Subsidiaries) pursuant to the Merger Offer and the Merger, taken together, is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's its financial advisor, substantially Xxxxx Xxxxxxx & Co. (“Xxxxx Xxxxxxx”), to the effect that the consideration to be received by the holders that, as of the Company Common Stock in date of such opinion and subject to the Merger is fair to such holders assumptions and limitations set forth therein, from a financial point of view, the Merger Consideration to be offered to the Company Shareholders pursuant to this Agreement (other than holders of Excluded Shares) is fair to such shareholders. The Company has furnished to Parent a true, correct and complete copy of which has been, or promptly will be, provided to Acquirorsuch opinion.

Opinion of Financial Advisor. The Board Company’s board of Directors of the Company directors has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Hxxxxx Xxxxxxxx Advisors, the Company's financial advisor, substantially LLC to the effect that that, as of the date of such opinion, the aggregate consideration to be received by the holders of the Company Common Stock in the Merger is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxxxxxxx & Co.Co. Inc., financial advisor to the Company's financial advisor, substantially to the effect that that, subject to the consideration assumptions, qualifications and limitations set forth therein and as of the date of such opinion, the Common Stock Consideration to be received by the holders of the Company shares of Common Stock in the Merger is fair to such holders fair, from a financial point of view, a to such holders. A copy of which has beensuch opinion will be delivered to the Parent, or promptly will besolely for informational purposes, provided to Acquirorfollowing receipt thereof by the Company Board.

Opinion of Financial Advisor. The Board of Directors of the Company ---------------------------- Acquiror has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxx, Xxxxxxxx & Co.Xxxx, Inc., the CompanyAcquiror's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock in the Merger is fair to such holders the Acquiror from a financial point of view, a copy of which has been, or promptly will be, been provided to Acquirorthe Company.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's been advised by its financial advisor, substantially Xxxxxxx Xxxxx & Company L.L.C., to the effect that in its opinion, as of the date of this Agreement, the consideration to be received by the holders of the Company Common Stock in the Merger Shares is fair to such the holders of Shares from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Co. Incorporated, the Company's financial advisor, substantially to the effect that that, as of the consideration date of the opinion, each of the Offer Price and the Merger Consideration to be received pursuant to this Agreement by the holders of the Company Common Stock in the Merger is fair to such holders from a financial point of view, a view to holders of the Company Common Stock. A copy of which such opinion has been, or will promptly will be, provided delivered to AcquirorParent for informational purposes only.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., Co. Incorporated ("Company Financial Advisor") has delivered to the Company's financial advisor, substantially board of directors of Company its opinion to the effect that the consideration to be received under the Arrangement by the holders of the Company Common Stock in the Merger Shares is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's its financial advisor, substantially Xxxxxxx Xxxxx Xxxxxx Inc., to the effect that that, as of the consideration date of this Agreement, the Per Share Amount to be received in the Merger by the holders of the Company Common Stock in the Merger Shares is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially to Morgxx Xxxnxxx xx the effect that that, as of the date hereof, the consideration to be received by the holders of the Company Common Stock Shares in the Offer and the Merger is fair to such holders from a financial point of view, a view to such holders. A copy of which such opinion has been, or promptly will be, been provided to Acquirorthe Purchaser.

Opinion of Financial Advisor. The Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.the Financial Advisor that, as of the date hereof, the Company's financial advisor, substantially to the effect that the consideration Merger Consideration to be received by the holders of the Company Common Stock in the Merger (other than Parent, Acquisition and their respective subsidiaries and affiliates) is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided view to Acquirorsuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Mxxxxx Sxxxxxx & Co.Co. Incorporated on or prior to the date of this Agreement, the Company's financial advisor, substantially to the effect that that, as of the date of such opinion, the consideration to be received by the holders of the Company Common Stock in the Merger is fair to such holders fair, from a financial point of view, to the shareholders of the Company (other than Parent and its Affiliates), a true and complete copy of which opinion the Company has been, or promptly will be, provided made available to AcquirorParent.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisor, substantially Co. LLC to the effect that that, as of the consideration date of such opinion, and based upon and subject to the various matters, limitations, qualifications and assumptions set forth therein, the Merger Consideration to be received by the holders of the Company Common Stock in the Merger Ordinary Shares (other than Significant Shareholder) pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's its financial advisor, substantially Xxxxxxx Xxxx & Company, LLC (the “Financial Advisor”), dated as of the date of this Agreement, to the effect that that, as of the consideration date of such opinion, and based on and subject to the assumptions, limitations and qualifications contained therein, the Merger Consideration to be received by the holders shareholders of the Company Common Stock in the Merger (other than Parent or its Affiliates) is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch shareholders.

Opinion of Financial Advisor. The Board of Directors of the Company has received the an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's its financial advisor, substantially Saloxxx Xxxxx Xxxnxx Xxx., to the effect that that, as of the consideration date of this Agreement, the Per Share Amount to be received in the Merger by the holders of the Company Common Stock in the Merger Shares is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the ---------------------------- Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Prudential Securities, Inc., the Company's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock in the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, been provided to the Acquiror.

Opinion of Financial Advisor. The Board board of Directors directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxx & Co., the Company's financial advisor, substantially Company to the effect that that, as of the consideration date thereof, and based upon and subject to the qualifications and assumptions set forth therein, the Merger Consideration to be received by paid to the holders of the Company Common Stock in the Merger pursuant to this Agreement is fair to such holders fair, from a financial point of view, to such holders, a written copy of which opinion has been, or promptly will be, provided been delivered to AcquirorParent in the Data Room.

Opinion of Financial Advisor. The Board of Directors of the Company has received the an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.from Warburg Dillon Read LLC, financial advisor to the Company's financial advisor, substantially to the effect that the consideration to be received in the Offer and the Merger by the holders of the Company Common Stock in the Merger Shares is fair to such holders from a financial point of view, and the Company has provided a copy of which has been, or promptly will be, provided such opinion to Acquirorthe Purchaser.

Opinion of Financial Advisor. The Company's Board of Directors of the Company has received the opinion opinions of each of Xxxxxx Xxxxxxx Xxxx & Co. Incorporated, financial advisor to the Company, and Xxxxxxxx Xxxxx Xxxxxx & Co.Xxxxx Financial Advisors, the Company's financial advisor, substantially Inc. to the effect that that, as of the date of this Agreement, the consideration to be received in the Offer and the Merger, taken together, by the holders of the Company Common Stock in the (other than Parent, Merger Subsidiary and their respective Affiliates) is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Morgxx Xxxnxxx & Co.Xo., the Company's financial advisor, substantially to the effect that the consideration to be received by the holders of the Company Common Stock in the Merger Shares pursuant to this Agreement is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Company, LLC, financial advisor to the Company's financial advisor, substantially to the effect that that, as of the consideration date of such opinion, and based upon and subject to be received by the factors and assumptions set forth therein, the Merger Consideration is fair to the holders of the Company Common Stock in the Merger is fair to such (other than Parent or any Subsidiary thereof and other than holders of Dissenting Shares) from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company's Board of ---------------------------- Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.SunTrust Equitable Securities Corporation, financial advisor to the Company's financial advisorBoard of Directors, substantially to the effect that that, as of the date of such opinion, the consideration to be received in the Offer and the Merger by the holders of the Company Common Stock in the Merger Shares is fair to such the holders of Shares, other than affiliates of Parent, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Xxxxxxx, financial advisor to the Company's financial advisor, substantially to the effect that that, as of the consideration date of such opinion, and subject to and based upon the various limitations, matters, qualifications and assumptions set forth therein, the Merger Consideration to be received by the holders of the shares of Company Common Stock in the Merger (other than Cancelled Company Shares and Dissenting Company Shares) pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion (the “Fairness Opinion”) of Xxxxxx Xxxxx Xxxxxxx Xxxx Xxxxxx & Co., Co. (the Company's financial advisor, substantially “Company Financial Advisor”) to the effect that that, based upon and subject to the consideration assumptions, qualifications and other matters set forth therein, as of the date of such opinion, the Merger Consideration to be received in the Merger by the holders of the Company Common Stock in the Merger is fair to such holders stockholders from a financial point of view, . The Company has obtained the authorization of the Company Financial Advisor to include a copy of which has been, or promptly will be, provided to Acquirorsuch opinion in the Company Proxy Statement.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion opinions of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Goxxxxx Xaxxx xnd Mexxxxx Xyxxx, each dated the Company's financial advisordate hereof, substantially to the effect that the consideration Per Share Merger Consideration is fair to be received by the holders of the shares of Company Common Stock in the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Co. Incorporated, the Company's financial advisor, substantially to the effect that that, as of the date of such opinion, the consideration to be received by the holders of the Company Common Stock in Shares pursuant to the Merger is fair to such holders Arrangement was fair, from a financial point of view, to the holders of Company Common Shares, and a copy of which such opinion has been, or promptly will be, provided been delivered to Acquiror. It is agreed and understood that such opinion is for the benefit of the Company’s Board of Directors and may not be relied upon by Acquiror or Acquiror Sub.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Lynch, Pierce, Xxxxxx & Co., the Company's financial advisor, substantially Xxxxx Incorporated to the effect that that, as of the consideration date of such opinion, the Offer Price to be received by the holders of the Company Common Stock (other than Parent, Merger Subsidiary and their respective Affiliates) in the Merger Offer and the Merger, taken together, is fair to such holders fair, from a financial point of view, to such holders. The Company will provide, solely for informational purposes, a written copy of which has been, or promptly will be, provided such opinion to Acquirorthe Parent after receipt thereof by the Company.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.[●], financial advisor to the Company's financial advisorCompany Board, substantially to the effect that the consideration to be received by the holders that, as of the Company Common Stock in date hereof, the Per Share Merger Consideration is fair to such holders the Company’s stockholders from a financial point of view, . The Company will make available to Parent a correct and complete copy of which has been, or promptly will be, provided to Acquirorthe written opinion of [●] as soon as practicable after the receipt thereof.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Co. LLC, the Company's financial advisor, substantially to the effect that that, as of the consideration date of such opinion and based upon and subject to the various matters, limitations, qualifications and assumptions set forth therein, the Merger Consideration to be received by the holders of the Company Common Stock in the Merger Shares pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Co. LLC, financial advisor to the Company's financial advisor, substantially to the effect that that, as of the date of such opinion, and subject to and based upon the various qualifications, assumptions, limitations and other matters set forth therein, the consideration to be received by the holders of the shares of Company Common Stock in the Merger (other than holders of Cancelled Company Shares and Dissenting Company Shares) pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company has received the opinion opinions of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Xxxxx and Xxxxxxx Xxxxx, each dated the Company's financial advisordate hereof, substantially to the effect that the consideration Per Share Merger Consideration is fair to be received by the holders of the shares of Company Common Stock in the Merger is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxx & Co.Company, L.L.C., financial advisor to the Company's financial advisorCompany Board, substantially to the effect that the consideration to be received by the holders that, as of the Company Common Stock date hereof, and subject to the limitations and assumptions set forth in such opinion, the Per Share Merger Consideration is fair to such holders the Company’s stockholders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co.Xxxxxxxxx LLC, financial advisor to the Company's financial advisor, substantially to the effect that that, as of the date of such opinion, and subject to and based upon the various qualifications and assumptions set forth therein, the consideration to be received by the holders of the Company Common Stock in the Merger Shares (other than Parent, Acquisition Sub or any of their respective Affiliates) pursuant to this Agreement is fair to such holders fair, from a financial point of view, a copy of which has been, or promptly will be, provided to Acquirorsuch holders.

Opinion of Financial Advisor. The Company Board of Directors of the Company has received the an opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx Xxxxxxxxx & Co., the Company's financial advisor, substantially LLC to the effect that that, as of the date of this Agreement, the consideration to be received in the Merger by the holders of the Company Common Stock in the Merger Shares is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.

Opinion of Financial Advisor. The Board of Directors of the Company has received the written opinion of Xxxxxx Xxxxxxx Xxxx Xxxxxx & Co., the Company's financial advisorHxxxxxxx, substantially to the effect that that, as of the date hereof, the consideration to be received in the Offer and the Merger by the holders of the Company Common Stock in the Merger Company’s shareholders is fair to such holders the Company’s shareholders from a financial point of view, a copy of which opinion has been, or promptly will be, provided been delivered to AcquirorCompass.

Opinion of Financial Advisor. The Company’s Board of Directors of the Company has received the opinion opinions of each of Xxxxxx Xxxxxxx Xxxx & Co. Incorporated, financial advisor to the Company, and Xxxxxxxx Xxxxx Xxxxxx & Co.Xxxxx Financial Advisors, the Company's financial advisor, substantially Inc. to the effect that that, as of the date of this Agreement, the consideration to be received in the Offer and the Merger, taken together, by the holders of the Company Common Stock in the (other than Parent, Merger Subsidiary and their respective Affiliates) is fair to such holders from a financial point of view, a copy of which has been, or promptly will be, provided to Acquiror.