Examples of Covidien Board in a sentence
Any determination made by the Covidien Board prior to the Distribution concerning the satisfaction or waiver of any or all of the conditions set forth in this Section 3.3 shall be conclusive and binding on the Parties.
The Covidien Board has on an ongoing basis considered the long-term strategy of Covidien and strategic opportunities that might be available to enhance shareholder value, including additional investments in new growth opportunities, potential acquisitions and the possible sale of Covidien.
On 14 June 2014, the Covidien Board met, together with Covidien’s senior management and financial and legal advisors, to consider proposed terms and drafts of definitive documentation for a proposed acquisition by Medtronic of Covidien.
On or prior to the date hereof, the Covidien Board has determined that the transactions contemplated by this Agreement are fair to and in the best interests of Covidien and the Covidien Shareholders and has adopted a resolution to make, subject to Clause 5.3 and to the obligations of the Covidien Board under the Takeover Rules, the Scheme Recommendation and the recommendation contemplated by Clause 3.6(c)(iii).
In the event that, prior to the Effective Time, any designee of Covidien to the Holdco Board is unable to serve on such board of directors, a replacement shall be similarly selected by the Nominating and Corporate Governance Committee of the Medtronic Board from the existing members of the Covidien Board as of the date hereof in consultation with Covidien.
After giving consideration to these and a variety of other factors and risks, the Covidien Board unanimously determined to recommend that Covidien Shareholders vote in favor of the Acquisition.
The Covidien Board has received the opinion of Xxxxxxx, Xxxxx & Co., dated the date of this Agreement, to the effect that, as of such date and based upon and subject to the assumptions and limitations set forth in the opinion, the Scheme Consideration is fair to the Covidien Shareholders (other than Medtronic and its Affiliates) from a financial point of view.
The Covidien Board has received the opinion of Goldman, Sachs & Co., dated the date of this Agreement, to the effect that, as of such date and based upon and subject to the assumptions and limitations set forth in the opinion, the Scheme Consideration is fair to the Covidien Shareholders (other than Medtronic and its Affiliates) from a financial point of view.
Also during this period, the Covidien Board met, together with Covidien’s senior management and its financial and legal advisors,on various occasions to consider the merits of a potential transaction with Medtronic and the status of the discussions and negotiations between the parties.
Also during this period, the Covidien Board met, together with Covidien’s senior management and its financial and legal advisors, on various occasions to consider the merits of a potential transaction with Medtronic and the status of the discussions and negotiations between the parties.