Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
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.
Approved Share Plan means any employee benefit plan which has been approved by the board of directors of the Company prior to or subsequent to the date hereof pursuant to which Ordinary Shares and standard options to purchase Ordinary Shares may be issued to any employee, officer, director or advisers for services provided to the Company in their capacity as such.
Company Shareholder Approval has the meaning set forth in Section 4.03(d).
Parent Stock Plan has the meaning set forth in Section 6.2(a).
Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.
Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016, as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;
Company Stockholder Approval has the meaning set forth in Section 4.2(b).
Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.
Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.
Parent Stock Plans has the meaning set forth in Section 4.5(a).
Company Stock Plans has the meaning set forth in Section 3.02(b).
Parent Stockholder Approval means the approval of the Parent Common Stock Issuance by the affirmative vote of a majority of the votes cast at the Parent Stockholders Meeting in accordance with the rules and regulations of the NYSE and the Organizational Documents of Parent.
Merger Shares has the meaning set forth in Section 2.2(c).
Parent Stock means the common stock, par value $0.01 per share, of Parent.
Amalco Common Shares means the common shares in the capital of Amalco;
Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.
SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.
Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.
Common Shares means the common shares in the capital of the Corporation;
Company Shareholders means holders of Company Shares.
Company Shares means the common shares in the capital of the Company;
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.
Required Shareholder Approval has the meaning in Section 2.20.
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).