Examples of ESOP Fairness Opinion in a sentence
The firms who failed to attain pass mark shall get back their financial bids unopened.
The firms who failed to attain pass mark shall get back their financial bids unopened.
Fairness Opinion has the meaning set forth in Section 4.22.
Fairness Opinions means, collectively, the opinion of the Financial Advisor and the opinion of the Independent Financial Advisor to the effect that, as of the date of such opinions, and subject to the assumptions, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders (other than the Purchaser and/or its affiliates) pursuant to the Arrangement is fair, from a financial point of view, to the Company Shareholders (other than the Purchaser and/or its affiliates).
Company Board Recommendation has the meaning set forth in Section 3.03(d).
Company Financial Advisor has the meaning set forth in Section 3.10.
Parent Board Recommendation has the meaning set forth in Section 5.12(a).
Company Board means the Board of Directors of the Company.
Independent Financial Advisor means an accounting, appraisal, investment banking firm or consultant to Persons engaged in Similar Businesses of nationally recognized standing that is, in the good faith judgment of the Issuer, qualified to perform the task for which it has been engaged.
Benefit Plan Opinion With respect to any Certificate presented for registration in the name of any Person, an Opinion of Counsel acceptable to and in form and substance satisfactory to the Trustee and the Company to the effect that the purchase or holding of such Certificate is permissible under applicable law, will not constitute or result in a non-exempt prohibited transaction under Section 406 of ERISA or Section 4975 of the Code, and will not subject the Trust, the Trustee, the Delaware Trustee, the Master Servicer or the Company to any obligation or liability (including obligations or liabilities under Section 406 of ERISA or Section 4975 of the Code) in addition to those undertaken in this Agreement, which Opinion of Counsel shall not be an expense of the Trust, the Trustee, the Delaware Trustee, the Master Servicer or the Company.
Independent Financial Adviser means an independent financial institution of international repute appointed by the Company at its own expense.
Board Recommendation has the meaning ascribed thereto in Section 2.4(2).
Company Circular means the notice of the Company Meeting and accompanying management information circular, including all schedules, appendices and exhibits to, and information incorporated by reference in, such management information circular, to be sent to Company Shareholders in connection with the Company Meeting, as amended, supplemented or otherwise modified from time to time in accordance with the terms of this Agreement.
Financial Advisor has the meaning set forth in Section 3.6.
Special Committee means a committee of the Board of Managers of the Company comprised of two individuals, each of whom qualifies as an Independent Manager.
Change in Recommendation has the meaning set forth in Section 6.02(a).
Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.
Company Stockholders Meeting has the meaning set forth in Section 6.2(a).
Financial Advisors has the meaning set forth in Section 4.26.
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
Company Recommendation has the meaning set forth in Section 5.3(b).
Financial Adviser means any:
Company SEC Documents has the meaning set forth in Section 3.5(a).
Company U.S. Counsel means Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, Professional Corporation.
Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).
Company Shareholder Approval has the meaning set forth in Section 4.03(d).
Company Shareholder Meeting has the meaning set forth in Section 5.13(b).
Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).