Proxy Statement has the meaning set forth in Section 6.03(a).
Proxy Form means the proxy form attached to the Notice;
Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).
Company Proxy Statement has the meaning set forth in Section 3.5.
Company Stockholders Meeting has the meaning set forth in Section 6.2(a).
Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.
Shareholders Meeting shall have the meaning set forth in Section 5.1.
Stockholders Meeting shall have the meaning set forth in Section 6.2(c).
Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).
Stockholder Meeting means each annual or special meeting of stockholders of the Company, or any other meeting of stockholders held in lieu thereof, and any adjournment, postponement, reschedulings or continuations thereof; (k) the term “Synthetic Equity Interests” means any derivative, swap or other transaction or series of transactions engaged in by such person, the purpose or effect of which is to give such person economic risk similar to ownership of equity securities of any class or series of the Company, including due to the fact that the value of such derivative, swap or other transactions are determined by reference to the price, value or volatility of any shares of any class or series of the Company’s equity securities, or which derivative, swap or other transactions provide the opportunity to profit from any increase in the price or value of shares of any class or series of the Company’s equity securities, without regard to whether (i) the derivative, swap or other transactions convey any voting rights in such equity securities to such person; (ii) the derivative, swap or other transactions are required to be, or are capable of being, settled through delivery of such equity securities; or (iii) such person may have entered into other transactions that hedge or mitigate the economic effect of such derivative, swap or other transactions; and (l) the term “Third Party” refers to any person that is not a Party, a member of the Board, a director or officer of the Company, or legal counsel to any Party. In this Agreement, unless a clear contrary intention appears, (i) the word “including” (in its various forms) means “including, without limitation;” (ii) the words “hereunder,” “hereof,” “hereto” and words of similar import are references in this Agreement as a whole and not to any particular provision of this Agreement; (iii) the word “or” is not exclusive; (iv) defined terms used in the singular include the plural and vice versa; and (v) references to “Sections” in this Agreement are references to Sections of this Agreement unless otherwise indicated.
Joint Proxy Statement shall have the meaning set forth in Section 6.3(a).
Company Shareholder Meeting has the meaning set forth in Section 5.13(b).
Shareholder Meeting means a meeting of the Company’s shareholders.
Public corporation means the same as that term is defined in Section 63E-1-102.
Company has the meaning set forth in the Preamble.
Limited liability company means a limited liability company formed under Chapter 1705 of the Ohio Revised Code or under the laws of another state.
Family farm corporation means a corporation founded for the purpose of farming agricultural land in which the majority of the voting stock is held by and the majority of the stockholders are persons or the spouse of persons related to each other within the fourth degree of kinship, according to the rules of the civil law, and at least one of the related persons is residing on or actively operating the farm, and none of whose stockholders are a corporation. A family farm corporation does not cease to qualify under this division where, by reason of any devise, bequest, or the operation of the laws of descent or distribution, the ownership of shares of voting stock is transferred to another person, as long as that person is within the degree of kinship stipulated in this division.
Corporation means a corporation, association, company, joint-stock company or business trust.
Proxy Statement/Prospectus has the meaning set forth in Section 6.03(a).
young person means a person who falls within the definition of qualifying young person in section 142 of the SSCBA.
Participating Corporation means any Parent, Subsidiary or Affiliate that the Committee designates from time to time as eligible to participate in this Plan. For purposes of the Section 423 Component, only the Parent and Subsidiaries may be Participating Corporations, provided, however, that at any given time a Parent or Subsidiary that is a Participating Corporation under the Section 423 Component shall not be a Participating Corporation under the Non-Section 423 Component. The Committee may provide that any Participating Corporation shall only be eligible to participate in the Non-Section 423 Component.
Company Meeting means the special meeting of Company Shareholders, including any adjournment or postponement of such special meeting in accordance with the terms of the Arrangement Agreement, to be called and held in accordance with the Interim Order to consider the Arrangement Resolution.
Joint Proxy Statement/Prospectus has the meaning set forth in Section 6.1(a).
Holders’ Meeting means a meeting among the Holders held in accordance with Clause 17 (Holders’ Meeting).
Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.