Effective Time has the meaning set forth in Section 2.2.
Merger Effective Time means “Effective Time,” as that term is defined in the Merger Agreement.
Company Financial Advisor has the meaning set forth in Section 3.10.
Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.
Required Company Stockholder Vote shall have the meaning set forth in Section 2.5.
Company Shareholder Approval has the meaning set forth in Section 4.03(d).
Company SEC Documents has the meaning set forth in Section 3.04(a).
Merger Sub Board means the board of directors of Merger Sub.
Distribution Effective Time has the meaning set forth in the Separation Agreement.
Merger Sub 1 has the meaning set forth in the Preamble.
Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).
Parent Recommendation has the meaning set forth in Section 5.2(b).
Merger Sub I has the meaning set forth in the Preamble.
Merger Sub 2 has the meaning set forth in the Preamble.
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
Merger Agreement has the meaning set forth in the Recitals.
Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.
Required Shareholder Approval has the meaning in Section 2.20.
Merger Closing means “Closing,” as that term is defined in the Merger Agreement.
Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.
Company Shareholder Meeting means a duly convened meeting of the Company’s shareholders called to obtain the Company Shareholder Approval, or any valid adjournment or postponement thereof made in accordance with this Agreement.
Parent RSU means each restricted stock unit representing the right to vest in and be issued shares of Parent Common Stock by Parent, whether granted by Parent pursuant to a Parent Equity Plan, assumed by Parent in connection with any merger, acquisition or similar transaction or otherwise issued or granted and whether vested or unvested.
MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.
Acquiror Board means the board of directors of Acquiror.
Market Seller Offer Cap means a maximum offer price applicable to certain Market Sellers under certain conditions, as determined in accordance with Tariff, Attachment DD. section 6 and Tariff, Attachment M-Appendix, section II.E.
Company Stockholders Meeting has the meaning set forth in Section 6.2(a).