Holding Company Merger definition

Holding Company Merger has the meaning set forth in the recitals to this Agreement.

Holding Company Merger has the meaning given to it in the Background Statement hereof.

Holding Company Merger means the merger of Titan Merger Sub Inc., a Delaware corporation and a wholly owned indirect subsidiary of New NGC with and into the Current NGC Parent in a merger pursuant to Section 251(g) of the Delaware General Corporation Law, with the Current NGC Parent as the surviving entity and renamed “Titan II Inc.” and with New NGC renamed “Northrop Grumman Corporation.”

Examples of Holding Company Merger in a sentence

• It is intended that the closing of the Mutual Holding Company Merger, the Mid-Tier Holding Company Merger and the sale of shares of Conversion Stock in the Offerings shall occur consecutively and substantially simultaneously.

• The filing of Articles of Combination relating to the Mutual Holding Company Merger, the Mid-Tier Holding Company Merger and the Bank Merger and the closing of the issuance of shares of Conversion Stock in the Offerings shall not occur until all requisite regulatory, Member and Shareholder approvals have been obtained, all applicable waiting periods have expired and sufficient subscriptions and orders for the Conversion Stock have been received.

• BancorpSouth shall be the surviving corporation (hereinafter sometimes called the "Surviving Corporation") in the Holding Company Merger, and shall continue its corporate existence under the laws of the State of Mississippi.

• Immediately thereafter, the Mutual Holding Company, as converted, shall merge with and into the Bank in the Mutual Holding Company Merger, with the Bank being the surviving institution.

• No shareholder of the Mid-Tier Holding Company shall have any dissenter or appraisal rights in connection with the Mid-Tier Holding Company Merger.

More Definitions of Holding Company Merger

Holding Company Merger means the merger of RBX Group with and into Guarantor, with Guarantor as the surviving corporation pursuant to the terms of certain of the Merger Agreements.

Holding Company Merger has the meaning set forth in the Recitals of this Agreement.

Holding Company Merger means the merger of the U.S. Borrower into a wholly-owned, indirect subsidiary of the U.S. Borrower in accordance with Delaware General Corporation Law Section 251(g), with the U.S. Borrower as the surviving corporation of such merger, pursuant to which the U.S. Borrower becomes a wholly owned subsidiary of a corporation organized under the United States (“New Parent”) described in Schedule 1.01(g).

Holding Company Merger means the merger of the Company with and into Merger Sub on or immediately prior to the Completion Date, pursuant to the Acquisition Agreement and in accordance with Section 251(g) of the Delaware General Corporation Law, with the Company surviving such merger as a direct wholly owned Subsidiary of the Parent, and upon which each share of common stock of the Company issued and outstanding immediately prior to the effective time of such merger will be automatically converted into one validly issued, fully paid and nonassessable share of common stock of the Parent.

Holding Company Merger has the meaning assigned in the Recitals.

Holding Company Merger shall refer to the merger of CNB Financial with and into United Financial Bancorp as contemplated by the Holding Company Merger Agreement.

Holding Company Merger means any merger or other business combination or reorganization transaction where the stockholders of Parent immediately prior to such transaction will Beneficially Own in the aggregate 100% of the surviving corporation's Voting Securities and other equity interests immediately following such transaction in the same proportion as immediately prior to such transaction subject only to any disproportionality resulting solely from any issuance of Shares in the Partnership Contribution.