Combination Merger definition

Combination Merger means the combination merger occurring between Tehum Care Services, Inc. f/k/a Corizon Health, Inc. and the Merger Parties, which became effective on May 5, 2022 and whereby the Debtor became the sole surviving entity.
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Combination Merger means the merger of Merger Sub 2 with and into Phoenix, on the terms and subject to the conditions set forth in the Merger Agreement.
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Combination Merger has the meaning specified in Section 4.4(c).
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Examples of Combination Merger in a sentence

  • Nature of Relationships that Could Affect Operations: On July 12, 2021, the Company’s ultimate controlling entity, State Automobile Mutual Insurance Company ("SAM"), entered into an agreement and Plan of Merger and Combination ("Merger Agreement") with Liberty Mutual Holding Company Inc.

  • This data will be used to determine what measures, if any, are needed to enhance the conservation of the DSL.

  • Persons who have been employed continuously during the year as Specially Appointed Teaching Staff members working on a full-time basis and who do not fall under the preceding item: the remaining number of days of leave, which is similar to annual paid leave, as of the day previous to the day on which they were employed as Specially Appointed Teaching Staff members (up to 40 days); provided, however, that if the remaining number of days is less than the Base Number of Days, the Base Number of Days.

  • Acquisition of Lottery.com; Acquisition Consideration Upon the closing (the “Closing”) of the Business Combination, Merger Sub will merge with and into Lottery.com, with Lottery.com as the surviving company, continuing as a wholly owned subsidiary of TDAC, following the Merger and the separate existence of Merger Sub shall cease.

  • All Communications between You and any Person in any way relating to the Combination Merger.

  • This means a wholesale trans- fer from Hizb to the Taliban is not likely, as it would mean breaking longstanding ties.

  • Following the Combination, Merger Sub 2 (successor to Level 3) will be a direct wholly-owned subsidiary of Holdco, and Holdco will be a wholly-owned direct subsidiary of CenturyLink,Inc.

  • Upon the closing of the Business Combination, Merger Sub merged with and into Legacy Clarus, with Legacy Clarus as the surviving company in the Merger and becoming a wholly-owned subsidiary of the Company.

  • All Communications between You and the Debtor, the Merger Parties, the M2 Parties, CHS or YesCare in any way relating to the Combination Merger.

  • Sellers can exclude international buyers from buying their articles.

Related to Combination Merger

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Business Combination Transaction means:

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Recapitalization Event means any event of share combination or subdivision, distribution of bonus shares or any other similar reclassification, reorganization or recapitalization of the Company’s share where the shareholders retain their proportionate holdings in the Company.

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Cash Merger has the meaning set forth in Section 5.04(b)(ii).

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Business Combination Date means the date upon which a Business Combination is consummated.

  • Recapitalization means any stock dividend, stock split, combination of shares, reorganization, recapitalization, reclassification or other similar event.

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction or an event that, if consummated, would result in an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction, or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Recapitalization Agreement shall have the meaning set forth in the Recitals.

  • Reorganization Event has the meaning specified in Section 5.6(b).

  • Company Merger has the meaning set forth in the recitals hereto.

  • Change in Control Transaction means the occurrence of any of the following events:

  • First Merger shall have the meaning given in the Recitals hereto.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Mergers has the meaning set forth in the Recitals.

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the Shareholders. Such term does not include:

  • Common Share Reorganization has the meaning set forth in Section 4.1;

  • Reverse Merger means any transaction pursuant to which an Operating Unlisted Company becomes a Listed Company by merging with and into a Listed Shell Company;

  • Base Merger Consideration has the meaning set forth in Section 3.1(a).