Examples of Nomad Board in a sentence
The Nomad Diligence Information includes complete and correct copies of the resolutions or minutes (or, in the case of draft minutes, the most recent drafts thereof) of all meetings of the Nomad Shareholders, the Nomad Board and each committee of the Nomad Board, excluding any minutes (or portion thereof) of the Nomad Board in relation to this Agreement, and the Company has not taken any action to amend or supersede such documents.
True and complete copies of the Cormark Opinion and the Nomad Financial Advisor Opinion will be provided by the Company to the Purchaser promptly following delivery of the same to the Nomad Board.
The Nomad Board, at a meeting duly called and held, upon consultation with legal and financial advisors, has unanimously determined that this Agreement and the Arrangement are fair to the Nomad Shareholders and are in the best interests of the Company, have unanimously approved the execution and delivery of this Agreement and the transactions contemplated by this Agreement and have unanimously resolved to recommend that the Nomad Shareholders vote in favour of the Arrangement Resolution.
The Special Committee and the Nomad Board have received the Cormark Opinion and the Nomad Financial Advisor Opinion in oral form, which opinion have not been modified, amended, qualified or withdrawn.
Such news release shall state that the Nomad Board has determined that such Nomad Acquisition Proposal is not a Nomad Superior Proposal.
If the Nomad Board determines that such Nomad Acquisition Proposal would cease to be a Nomad Superior Proposal as a result of the amendments proposed by the Purchaser, the Company will forthwith so advise the Purchaser and will promptly thereafter accept the offer by the Purchaser to amend the terms of this Agreement and the Arrangement, and the Parties agree to take such actions and execute such documents as are necessary to give effect to the foregoing.
The Nomad Board will review in good faith any offer made by the Purchaser to amend the terms of this Agreement and the Arrangement in order to determine, in consultation with its financial advisors and outside legal counsel, whether the proposed amendments would, upon acceptance, result in the Nomad Acquisition Proposal that previously constituted a Nomad Superior Proposal ceasing to be a Nomad Superior Proposal.
If the Nomad Board continues to believe in good faith, after consultation with its financial advisors and outside legal counsel, that such Nomad Acquisition Proposal remains a Nomad Superior Proposal and therefore rejects the Purchaser’s offer to amend this Agreement and the Arrangement, if any, the Company may, subject to compliance with the other provisions hereof, make a Nomad Change of Recommendation.
The Special Committee, at a meeting duly called and held, after consultation with legal and financial advisors, has unanimously determined that this Agreement and the Arrangement are fair to the Nomad Shareholders and are in the best interests of the Company and unanimously determined to recommend approval of this Agreement and the Arrangement to the Nomad Board and that the Nomad Board recommend that the Nomad Shareholders vote in favour of the Arrangement Resolution.
The Special Committee, at a meeting duly called and held, after consultation with legal and financial advisors, has unanimously determined that this Agreement and the Arrangement are fair to the Nomad Shareholders and are in the best interests of the Company and unanimously determined to recommend approval of this Agreement and theArrangement to the Nomad Board and that the Nomad Board recommend that the Nomad Shareholders vote in favour of the Arrangement Resolution.