Company Required Vote definition

Company Required Vote means the affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock entitled to vote on the approval of this Agreement.

Company Required Vote has the meaning given such term in Section 3.24 of this Agreement.

Company Required Vote has the meaning set forth in Section 4.3(a).

Examples of Company Required Vote in a sentence

• Except for the Company Required Vote, no other corporate proceedings on the part of the Company are necessary to authorize the execution, delivery and performance of this Agreement by the Company and the consummation of the transactions contemplated hereby.

• This Agreement shall have been approved by the Company Required Vote.

• Subject to compliance with applicable law, this Agreement may be amended by the parties hereto, by action taken or authorized by their respective boards of directors, at any time before the Effective Time; provided, however, that after receipt of the Company Required Vote, there may not be any amendment of this Agreement which, by applicable law or in accordance with the rules of any relevant stock exchange, requires further approval of the Company’s shareholders.

• This Agreement shall have been adopted by the Company Required Vote.

• The only vote of the shareholders of the Company required to approve this Agreement, the Mergers and the other transactions contemplated hereby is the Company Required Vote.

More Definitions of Company Required Vote

Company Required Vote means the affirmative vote of the holders of (i) Shares representing at least two-thirds of the Shares present and voting in person or by proxy as a single class at the shareholders’ meeting in accordance with Section 233(6) of the CICL and the Company Memorandum, (ii) the Series A Shares representing at least a majority in aggregate of the Liquidation Preference (as defined in the Series A Certificate of Designation) and (iii) the Series B Shares representing at least a majority in aggregate of the Liquidation Preference (as defined in the Series B Certificate of Designation), in each case, in favor of approval of this Agreement, the Mergers and the other transactions contemplated hereby.

Company Required Vote means the affirmative vote of the holders of a majority of the outstanding shares of (i) Company Common Stock, (ii) Company Common Stock and Company Preferred Stock and (iii) Company Preferred Stock, in each case, voting separately as a single class as of the record date for the Special Meeting.

Company Required Vote means the affirmative vote of the holders of at least a majority of the outstanding Shares in favor of the adoption of this Agreement, which may be evidenced by the Written Consent.

Company Required Vote has the meaning given such term on page 27 of this Agreement.

Company Required Vote means the affirmative vote of the holders of a majority of the outstanding shares in favor of adoption of this Agreement. "Superior Proposal" shall mean any bona fide Takeover Proposal that if consummated would result in a Third Party (or the shareholders of any Third Party) owning, directly or indirectly, (a) more than 50% of the voting capital stock of the Company or of the surviving entity in a merger or the resulting direct or indirect parent of the Company or such surviving entity or (b) assets of the Company or any of its Subsidiaries that generated 50% or more of the Company's consolidated net revenue or earnings before interest, taxes, depreciation and amortization for the preceding twelve months, and that, in either case, the Company's Board of Directors or a committee thereof determines (after consultation with its financial advisors and outside counsel and after taking into account all legal, financial, regulatory, estimated timing of consummation and other aspects of such proposal and the Third Party making such proposal that the Board of Directors of the Company determines to be relevant) would, if consummated in accordance with its terms, result in a transaction more favorable to the Company's stockholders than the Merger. "Third Party" shall mean any Person or group (as defined in Section 13(d)(3) of the Exchange Act) other than Parent, Merger Sub or any Affiliates thereof.

Company Required Vote shall have the meaning set forth in Section 8.1 hereof.

Company Required Vote means the vote of, or written consent of, all of the holders of the Company Units and Class B Units evidencing (a) the approval of this Agreement, the Blocker Merger, the Buyer Merger and the Company Merger and the transactions contemplated hereby and (b) the approval of the Equityholder Representative pursuant to Section 14.1.