Parent Stockholder Approval Matters definition

Parent Stockholder Approval Matters. Section 5.3(a)
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Parent Stockholder Approval Matters means, collectively, all matters requiring the approval of Parent Stockholders pursuant to Parent’s governing documents, the SEC and the rules of the exchange on which Parent Common Stock is listed, including the approval of the Parent Shares issued in connection with the Merger.
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Parent Stockholder Approval Matters means the approval of any matters which the Parent Board of Directors recommends prior to the Expiration Time that the stockholders of Parent approve.
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Examples of Parent Stockholder Approval Matters in a sentence

  • The affirmative vote of the holders of a majority in voting power of the outstanding shares of Parent Common Stock outstanding on the applicable record date (“Parent Stockholder Approval”) is the only vote of the holders of any class or series of Parent Capital Stock necessary to adopt or approve the Parent Stockholder Approval Matters.

  • This Agreement will have been duly adopted and the Merger will have been duly approved by the Company Stockholder Approval and the Parent Stockholder Approval Matters will have been duly adopted and approved by the Parent Stockholder Approval.

  • The Parent Stockholder Approval Matters that are submitted to the vote of the stockholders of Parent at the Parent Special Meeting in accordance with the Proxy Statement and Parent’s Organizational Documents shall have been approved by the requisite vote of the stockholders of Parent at the Parent Special Meeting in accordance with Parent’s Organizational Documents, applicable Law and the Proxy Statement (the “ Required Parent Stockholder Approval”).

  • The Parent Stockholder Approval Matters that are submitted to the vote of the shareholders of the Parent at the Special Meeting in accordance with the Proxy Statement shall have been approved by the requisite vote of the shareholders of the Parent at the Special Meeting in accordance with the Proxy Statement (the “Required Parent Stockholder Approval”).

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  • Parent, acting through its board of directors (or a committee thereof), shall (i) recommend the Parent Stockholders to vote for each of the Parent Stockholder Approval Matters, (ii) use its commercially reasonable efforts to solicit from its stockholders proxies or votes in favor of the approval of the Parent Stockholder Approval Matters, and (iii) take all other action necessary or advisable to secure the approval of the Parent Stockholder Approval Matters.

  • This Agreement will have been duly adopted and the Merger, the conversion of the Company Preferred Stock into Company Common Stock and the other transactions contemplated by this Agreement will have been duly approved by the Required Company Stockholder Vote, and the Parent Stockholder Approval Matters will have been duly adopted and approved by the Parent Stockholder Approval.

  • This Agreement will have been duly adopted and the Merger will have been duly approved by the Required Company Stockholder Vote and the Parent Stockholder Approval Matters will have been duly adopted and approved by the Parent Stockholder Approval.

  • This Agreement will have been duly adopted and the Merger will have been duly approved by holders of a number of shares of Company Common Stock representing a majority of the issued and outstanding shares of Company Common Stock and the Parent Stockholder Approval Matters will have been duly adopted and approved by the Parent Stockholder Approval.

  • This Agreement, the Statement of Merger, the Certificate of Merger, the Merger and the Parent Stockholder Approval Matters shall have been approved by the Parent’s stockholders in conformity with the Proxy Statement and Parent’s Charter Documents.


More Definitions of Parent Stockholder Approval Matters

Parent Stockholder Approval Matters has the meaning set forth in Section 5.12(a).
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Parent Stockholder Approval Matters means the following matters: (a) the adoption of this Agreement and the approval of the Arrangement, Plan of Arrangement and the Share Issuance, (b) an amendment and restatement of Parent’s Amended and Restated Certificate of Incorporation, substantially in the form of Schedule N pursuant to which, among other things, (i) Parent’s name will be changed to 180 Connect Inc., (ii) certain provisions of Article Fifth of the certificate of incorporation that are no longer applicable following the Arrangement will be removed and (iii) the authorized capital stock of Parent will be increased, (c) election of Parent directors in accordance with the provisions of Section 5.14 hereof and (d) the adoption and approval of a long-term incentive plan, pursuant to which up to 2,000,000 shares of Parent Common Stock will be available for delivery under awards of options, share appreciation rights and/or restricted stock granted pursuant to the plan (such plan to be in a form proposed by the Company and reasonably acceptable to Parent).
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Parent Stockholder Approval Matters. Section 5.01(d) “Parent Stockholders’ Meeting” Section 5.01(d) “Parent Support Agreement” Exhibit C-2 “Parent” Preamble “Party” or “Parties” Preamble
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Related to Parent Stockholder Approval Matters

  • Parent Stockholder Approval has the meaning set forth in Section 5.2.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Stockholder Approval Date means the date on which the Stockholder Approval is obtained.

  • 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.

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Shareholder 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 shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Shares and Warrant Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date.

  • Parent Stockholders means the holders of Parent Common Stock.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Parent Stock Plan has the meaning set forth in Section 6.2(a).

  • Company Board means the Board of Directors of the Company.