Exchange Proposal definition

Exchange Proposal means a proposal for an exchange submitted to the commissioner by an exchange applicant in conformance with the requirements of this rule and the provisions of any published request for
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Exchange Proposal has the meaning set forth in Section 4.8.
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Exchange Proposal has the meaning set forth in Section 8.02(b)(i).
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Examples of Exchange Proposal in a sentence

  • Pursuant to the Reorganization Agreement and the Court Order, if you fail to vote on the Reorganization and Exchange Proposal, or otherwise fail to contact us in writing relating to this Exchange Offer for at least five years from (i) the date of the approval of the Exchange in the Fairness Hearing; or (ii) the effective date of a registration statement filed with the SEC if the Exchange is not deemed fair in the fairness hearing, your Rights and the New Bullion Shares issued to you will be cancelled.

  • Purchaser, the Company and NVP desire to make certain representations, warranties, covenants and agreements in connection with the Purchase, the Offer and the Exchange Proposal and also to prescribe various conditions to consummation of the Purchase, the Offer and the Exchange Proposal.

  • All of the Investor Consents and Filings and all of the Company Consents and Filings, in each case that are required to be obtained or made prior to the consummation of the Transactions, including, without limitation, the approval of the Exchange Proposal by the Company’s stockholders (the “Stockholder Approval”), shall have been obtained or made and all applicable waiting periods related thereto shall have expired or been terminated.

  • If the Utah Division of Securities approves the fairness of the terms and conditions of the Exchange Proposal, then the Exchange will be completed.

  • Approval of the proposal to adjourn the FNB United Annual Meeting, if necessary, to permit further solicitation of proxies to obtain additional votes in favor of the share issuance proposals, the TARP Exchange Proposal, the Share Increase Proposal and the Reverse Stock Split Proposal.

  • Accordingly, the owners of a majority of the Rights have already voted in favor of the Reorganization and Exchange Proposal.

  • Prior to filing or mailing of any Proxy Statement in connection with the Exchange Proposal, upon MHR’s request, the Corporation shall provide MHR a reasonable opportunity to review and comment on such Proxy Statement with respect to any information about the Exchange Proposal included therein and shall include in such Proxy Statement all such comments reasonably proposed by MHR pursuant to the foregoing.

  • Not later than the effective date of the Registration Statement, Purchaser shall file a registration statement on Form S-8 (or any successor form) or another appropriate form with respect to Purchaser Common Stock issuable upon the exercise of Company Options exchanged pursuant to the Exchange Proposal and shall use its commercially reasonable efforts to maintain the effectiveness of such registration statement or registration statements for so long as such options remain outstanding.

  • The Company is required to solicit its stockholders for approval of the Exchange Proposal and must obtain the Stockholder Approval.

  • Purchaser hereby agrees that it will comply with the provisions of the Offer Documents relating to the Exchange Proposal insofar as those provisions relate to its obligations.


More Definitions of Exchange Proposal

Exchange Proposal shall have the meaning set forth in Section 5.14.
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Exchange Proposal means the proposal whereby the Purchaser will, subject to the Offer becoming wholly unconditional, grant options over the shares of Purchaser Common Stock in consideration of the surrender by holders of vested options under the Company Share Option Scheme.
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Related to Exchange Proposal

  • Change Proposal means a proposal (in the standard form) for any alteration of, or addition to, or omission from, the Contractor’s Brief or any change in the design, quality or quantity of the Works put forward by the Contractor or the Commercial Officer;

  • Takeover Proposal means any offer or proposal for, or any indication of interest in, a merger or other business combination involving Target or the acquisition of any significant equity interest in, or a significant portion of the assets of, Target, other than the transactions contemplated by this Agreement.

  • Alternative Transaction Proposal means any offer, proposal or indication of interest (whether binding or non-binding), or any public announcement of an intention to make any offer, proposal or indication of interest, to the Company or Company Stockholders regarding an Alternative Transaction.

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Alternative Proposal has the meaning set forth in Section 6.2(b).

  • Superior Proposal has the meaning set forth in Section 5.09(a).

  • Acquisition Proposal has the meaning set forth in Section 5.03(a).

  • Transaction Proposal has the meaning specified in Section 8.02(c).

  • Alternative Transaction means the sale, transfer, lease or other disposition, directly or indirectly, including through an asset sale, stock sale, merger or other similar transaction, of all or substantially all of the Purchased Assets in a transaction or a series of transactions with one or more Persons other than Purchaser (or its Affiliates).

  • Superior Proposal Notice has the meaning specified in Section 5.4(1)(c).

  • Company Superior Proposal shall have the meaning set forth in Section 7.4(b).

  • Superior Acquisition Proposal means any Acquisition Proposal containing terms which the Company Board determines in its good faith judgment (based on the advice of an independent financial advisor) to be more favorable to the Company’s stockholders than the Merger and for which financing, to the extent required, is then committed or which, in the good faith judgment of the Company Board, is reasonably capable of being obtained by such third party.

  • Unsolicited proposal means a written proposal for a public-private initiative that is submitted by a private entity for the purpose of entering into an agreement with the department but that is not in response to a formal solicitation or request issued by the department.

  • Value engineering change proposal (VECP means a proposal that--

  • Parent Superior Proposal shall have the meaning set forth in Section 7.4(g).

  • Eligible Proposal means a Proposal that meets or exceeds the prescribed requirement, proceeding to the next stage of evaluation;

  • Alternative Restructuring Proposal means any inquiry, proposal, offer, bid, term sheet, discussion, or agreement with respect to a sale, disposition, new-money investment, restructuring, reorganization, merger, amalgamation, acquisition, consolidation, dissolution, debt investment, equity investment, liquidation, tender offer, recapitalization, plan of reorganization, share exchange, business combination, or similar transaction involving any one or more Company Parties or the debt, equity, or other interests in any one or more Company Parties that is an alternative to one or more of the Restructuring Transactions.

  • Business Combination Proposal has the meaning set forth in Section 5.8.

  • Exchange Program means a program under which (i) outstanding Awards are surrendered or cancelled in exchange for Awards of the same type (which may have higher or lower exercise prices and different terms), Awards of a different type, and/or cash, (ii) Participants would have the opportunity to transfer any outstanding Awards to a financial institution or other person or entity selected by the Administrator, and/or (iii) the exercise price of an outstanding Award is reduced or increased. The Administrator will determine the terms and conditions of any Exchange Program in its sole discretion.

  • Company Acquisition Proposal means any offer, indication of interest or proposal (other than an offer or proposal made or submitted by or on behalf of Parent or any of its Subsidiaries) contemplating or otherwise relating to any Company Acquisition Transaction.

  • Transaction Proposals has the meaning specified in Section 8.2(b).

  • Parent Acquisition Proposal means any offer or proposal for, or any indiction of interest in, a merger, consolidation or other business combination involving Parent or any of the Parent Subsidiaries or the acquisition of any equity interest in, or a substantial portion of the assets of, Parent or any of the Parent Subsidiaries, other than the transactions contemplated by this Agreement and the Other Purchase Agreements.

  • Acquisition Transaction has the meaning set forth in Section 5.09(a).

  • Proposal / Bid means the technical proposal and the commercial/financial proposal.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Bid Proposal or “Proposal” means the bidder’s proposal submitted in response to the RFP.