Acquiror Board means the board of directors of Acquiror.
Acquiror has the meaning specified in the Preamble hereto.
Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;
Company Stock Plans has the meaning set forth in Section 3.02(b).
Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.
Parent Stock Plans has the meaning set forth in Section 4.5(a).
Parent Stock Plan has the meaning set forth in Section 6.2(a).
Target Shares means the common shares in the capital of Target;
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
Target Shareholders means the holders of Target Shares;
Acquiror Common Stock means the common stock, par value $0.001 per share, of Acquiror.
Company Shareholder Approval means the approval and adoption of this Agreement and the Transactions (including the Merger) at the Shareholders’ Meeting by the Requisite Company Vote.
Merger Subs has the meaning set forth in the Preamble.
Merger Sub Board means the board of directors of Merger Sub.
Target Share means any share of the Common Stock of the Target.
Merger Sub 2 has the meaning set forth in the Preamble.
Merger Sub has the meaning set forth in the Preamble.
Merger Closing means the “Closing” as defined in the Merger Agreement.
Company RSU Award means each restricted stock unit that is (i) subject solely to service-based vesting and (ii) payable in shares of Company Class A Common Stock or the value of which is determined with reference to the value of shares of Company Class A Common Stock.
Merger Sub 1 has the meaning set forth in the Preamble.
Parent Shareholder Approval means the approval of (a) the Parent Share Issuance at the Parent Shareholders Meeting by the affirmative vote of a majority of the total votes cast by the holders of Parent Common Stock entitled to vote thereon, (b) the Parent Charter Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the shares of Parent Common Stock outstanding and entitled to vote thereon and (c) the Parent Bylaw Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the outstanding shares of Parent Common Stock entitled to vote thereon.
Company PSU means a restricted stock unit with respect to Common Stock that was granted subject to performance-based vesting conditions.
PubCo has the meaning set forth in the Preamble.
Company Shareholders means holders of Company Shares.
Target means Trans-European Automated Real-time Gross Settlement Express Transfer payment system.
Company PSUs means the outstanding performance share units of the Company issued pursuant to: (i) the Company Legacy Equity Incentive Plan; and (ii) the Company PRSU Plan.