Merger Shares has the meaning set forth in Section 2.2(c).
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Company Shares has the meaning set forth in the Recitals.
Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Dissent Shares means Company Shares held by a Dissenting Shareholder and in respect of which the Dissenting Shareholder has validly exercised Dissent Rights;
Merger Sub Common Stock means the shares of common stock, par value $0.001 per share, of Merger Sub.
Company Shareholder Approval has the meaning set forth in Section 4.03(d).
Total Merger Consideration has the meaning set forth in Section 2.2(a).
Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).
Company Merger has the meaning set forth in the recitals hereto.
Merger Sub 2 shall have the meaning given in the Recitals hereto.
Parent Stock means the common stock, par value $0.01 per share, of Parent.
Closing Merger Consideration has the meaning set forth in Section 2.02
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
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;
Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.
Newco Shares means the common shares in the capital of Newco;
Merger Sub 1 has the meaning set forth in the Preamble.
Buyer Stock means the common stock, par value $0.001 per share, of Buyer.
Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.
First Merger shall have the meaning given in the Recitals hereto.
Parent Stockholder Approval has the meaning set forth in Section 5.2.
Company Stockholders means the holders of shares of Company Capital Stock.