Headline Offer definition

Headline Offer means the entitlement of Cambian Shareholders under the Scheme to receive 0.267 New CareTech Shares and 100 pence in cash for each Cambian Share held by that Cambian Shareholder, unless such Cambian Shareholder elects to receive the Full Cash Alternative in respect of any or all of their Cambian Shares
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Headline Offer means the entitlement of Cambian Shareholders under the Scheme to receive 0.267 New CareTech Shares and 100 xxxxx in cash for each Cambian Share held by that Cambian Shareholder, unless such Cambian Shareholder elects to receive the Full Cash Alternative in respect of any or all of their Cambian Shares
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Examples of Headline Offer in a sentence

  • The share component of the Headline Offer provides Cambian shareholders with the opportunity to participate in a continuation of this successful track record of growth and value creation.

  • Cambian Shareholders who are in any doubt about whether to accept the Headline Offer or elect for the Full Cash Alterative should seek independent professional legal and financial advice.

  • If a Cambian Shareholder does not elect for the Full Cash Alternative in respect of any of their Cambian Shares, they will receive 0.267 New CareTech Shares and 100 xxxxx in cash for each Cambian Share held at the Scheme Record Time in accordance with the Headline Offer.

  • Under the terms of the Transaction, Cambian Shareholders will be entitled to receive the consideration pursuant to the Headline Offer or elect to receive the Full Cash Alternative in respect of any or all of their Cambian Shares.

  • Each Cambian Shareholder will need to determine whether they should accept the Headline Offer or elect for the Full Cash Alternative depending on their own personal circumstances.

  • Under the terms of the Transaction, which will be on the terms and subject to the Conditions set out below and in Appendix 1 to this Announcement, and to be set out in the Scheme Document, Forms of Proxy and Form of Election, Cambian Shareholders will be entitled to receive the consideration pursuant to the Headline Offer or elect to receive the Full Cash Alternative in respect of any or all of their Cambian Shares.

  • There will be a Full Cash Alternative pursuant to which Cambian Shareholders can elect to receive all cash consideration for each Cambian Share held at the Scheme Record Time instead of the cash and the New CareTech Shares to which they would otherwise be entitled under the terms of the Headline Offer.

  • Under the terms of the Headline Offer, Cambian Shareholders will be entitled to receive: For each Cambian Share held at the Scheme Record Time: 0.267 New CareTech Shares and 100 xxxxx in cash The Headline Offer, based on the Closing Price per CareTech Share on the Last Practicable Date of 374.5 xxxxx, values the entire issued and to be issued ordinary share capital of Cambian on a fully diluted basis at approximately £372 million and approximately £289 million on an enterprise value basis.

  • The Headline Offer, based on the Closing Price per CareTech Share on the Last Practicable Date of 374.5 xxxxx, values the entire issued and to be issued ordinary share capital of Cambian on a fully diluted basis at approximately £372 million and approximately £289 million on an enterprise value basis.

  • The Cambian Directors, who have been so advised by Rothschild, Investec and X.X. Xxxxxx Cazenove as to the financial terms of the Transaction, consider the terms of the Transaction (comprising the Headline Offer with the option of electing for the Full Cash Alternative) to be fair and reasonable.

Related to Headline Offer

  • Base Offer Segment means a component of a Sell Offer based on an existing Generation Capacity Resource, equal to the Unforced Capacity of such resource, as determined in accordance with the PJM Manuals. If the Sell Offers of multiple Market Sellers are based on a single Existing Generation Capacity Resource, the Base Offer Segments of such Market Sellers shall be determined pro rata based on their entitlements to Unforced Capacity from such resource.

  • Purchase Offer shall have the meaning assigned to such term in Section 2.25(a).

  • Repurchase Offer has the meaning set forth in Section 3.04.

  • First Offer Period has the meaning set forth in Section 13.5.

  • Active Offer means the clear and proactive offer of service in French to individuals, from the first point of contact, without placing the responsibility of requesting services in French on the individual;

  • Bona Fide Offer means an actual or genuine offer which includes a specific wage or a training opportunity at a specified place when used to determine whether the parent has refused an offer of training or employment.

  • Last best offer package means the offer exchanged by parties not less than 14 days prior

  • Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).

  • Private Offering means the private offering of Preferred Stock pursuant to the Memorandum.

  • Offer Period has the meaning given such term in Section 4.1.

  • Offer means “proposals” in negotiation.

  • Permitted Debt Exchange Offer shall have the meaning provided in Section 2.15(a).

  • Responsive Offer or means an offer which conforms in all material respects to the requirements set forth in the request for proposals. Material respects of a request for proposals include, but are not limited to price, quality, quantity or delivery requirements.

  • pre-emptive offer means an offer of equity securities open for acceptance for a period fixed by the Directors to holders (other than the Company) on the register on a record date fixed by the Directors of ordinary shares in proportion to their respective holdings but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory;

  • Exchange Offer has the meaning set forth in the Registration Rights Agreement.

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • First Offer Notice shall have the meaning set forth in Section 14.4(a).

  • Minimum Offering Notice means a written notification, signed by Broker, pursuant to which the Broker shall represent (1) that subscriptions for the Minimum Offering have been received, (2) that, to the best of Broker’s knowledge after due inquiry and review of its records, Cash Investment Instruments in full payment for that number of Shares equal to or greater than the Minimum Offering have been received, deposited with and collected by NCPS, (3) and that such subscriptions have not been withdrawn, rejected or otherwise terminated, and (4) that the Subscribers have no statutory or regulatory rights of rescission without cause or all such rights have expired.

  • Asset Sale Offer shall have the meaning specified in Section 4.14.

  • Offering Notice has the meaning set forth in Section 3.1(a).

  • First Offer has the meaning set forth in Section 3.9(e)(1) or Section 11.1(b)(i), as applicable.

  • Registered Exchange Offer means the offer by the Company, pursuant to the Registration Agreement, to certain Holders of Initial Securities, to issue and deliver to such Holders, in exchange for their Initial Securities, a like aggregate principal amount of Exchange Securities registered under the Securities Act.

  • Offer to Purchase means a written offer (the "Offer") sent by the Company by first class mail, postage prepaid, to each Holder at his address appearing in the Security Register on the date of the Offer offering to purchase up to the principal amount of Securities specified in such Offer at the purchase price specified in such Offer (as determined pursuant to this Indenture). Unless otherwise required by applicable law, the Offer shall specify an expiration date (the "Expiration Date") of the Offer to Purchase which shall be, subject to any contrary requirements of applicable law, not less than 30 days or more than 60 days after the date of such Offer and a settlement date (the "Purchase Date") for purchase of Securities within five Business Days after the Expiration Date. The Company shall notify the Trustee at least 15 Business Days (or such shorter period as is acceptable to the Trustee) prior to the mailing of the Offer of the Company's obligation to make an Offer to Purchase, and the Offer shall be mailed by the Company or, at the Company's request, by the Trustee in the name and at the expense of the Company. The Offer shall contain information concerning the business of the Company and its Subsidiaries which the Company in good faith believes will enable such Holders to make an informed decision with respect to the Offer to Purchase (which at a minimum will include (i) the most recent annual and quarterly financial statements and "Management's Discussion and Analysis of Financial Condition and Results of Operations" contained in the documents required to be filed with the Trustee pursuant to this Indenture (which requirements may be satisfied by delivery of such documents together with the Offer), (ii) a description of material developments in the Company's business subsequent to the date of the latest of such financial statements referred to in clause (i) (including a description of the events requiring the Company to make the Offer to Purchase), (iii) if applicable, appropriate pro forma financial information concerning the Offer to Purchase and the events requiring the Company to make the Offer to Purchase and (iv) any other information required by applicable law to be included therein). The Offer shall contain all instructions and materials necessary to enable such Holders to tender Securities pursuant to the Offer to Purchase. The Offer shall also state:

  • Offer Notice shall have the meaning set forth in Section 4.1.

  • Permitted Offer means a tender offer or an exchange offer for all outstanding Common Shares of the Company determined by the Board of Directors of the Company, after receiving such advice as it deems necessary and giving due consideration to all relevant factors, to be in the best interests of the Company and its stockholders.

  • Net Proceeds Offer has the meaning provided in Section 4.16.